Florida
|
65-0829355
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(State or Other jurisdiction of
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(I.R.S. Employer
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Incorporation or Organization)
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Identification No.)
|
|
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800 S. Douglas Road, 12th Floor,
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|
Coral Gables, FL
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33134
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(Address of Principal Executive Offices)
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(Zip Code)
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Large accelerated filer
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þ
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Accelerated filer
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¨
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|
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Non-accelerated filer
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¨
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(Do not check if a smaller reporting company)
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Smaller reporting company
|
¨
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Page
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ITEM 1.
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FINANCIAL STATEMENTS
|
|
For the Three Months Ended September 30,
|
|
For the Nine Months Ended September 30,
|
||||||||||||
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2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Revenue
|
$
|
1,586,181
|
|
|
$
|
1,111,010
|
|
|
$
|
3,792,811
|
|
|
$
|
3,180,906
|
|
Costs of revenue, excluding depreciation and amortization
|
1,368,988
|
|
|
972,711
|
|
|
3,321,571
|
|
|
2,805,072
|
|
||||
Depreciation and amortization
|
42,584
|
|
|
42,196
|
|
|
122,249
|
|
|
128,048
|
|
||||
General and administrative expenses
|
67,131
|
|
|
63,798
|
|
|
195,031
|
|
|
207,077
|
|
||||
Interest expense, net
|
13,097
|
|
|
11,964
|
|
|
37,895
|
|
|
35,845
|
|
||||
Equity in losses (earnings) of unconsolidated affiliates
|
6
|
|
|
371
|
|
|
(3,549
|
)
|
|
3,594
|
|
||||
Other (income) expense, net
|
(971
|
)
|
|
6,331
|
|
|
(12,803
|
)
|
|
748
|
|
||||
Income before income taxes
|
$
|
95,346
|
|
|
$
|
13,639
|
|
|
$
|
132,417
|
|
|
$
|
522
|
|
Provision for income taxes
|
(38,816
|
)
|
|
(6,197
|
)
|
|
(54,331
|
)
|
|
(3,288
|
)
|
||||
Net income (loss)
|
$
|
56,530
|
|
|
$
|
7,442
|
|
|
$
|
78,086
|
|
|
$
|
(2,766
|
)
|
Net income (loss) attributable to non-controlling interests
|
253
|
|
|
(176
|
)
|
|
414
|
|
|
(420
|
)
|
||||
Net income (loss) attributable to MasTec, Inc.
|
$
|
56,277
|
|
|
$
|
7,618
|
|
|
$
|
77,672
|
|
|
$
|
(2,346
|
)
|
|
|
|
|
|
|
|
|
||||||||
Earnings per share
(Note 2):
|
|
|
|
|
|
|
|
||||||||
Basic earnings (loss) per share
|
$
|
0.70
|
|
|
$
|
0.10
|
|
|
$
|
0.97
|
|
|
$
|
(0.03
|
)
|
Basic weighted average common shares outstanding
|
80,462
|
|
|
79,845
|
|
|
80,323
|
|
|
80,681
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Diluted earnings (loss) per share
|
$
|
0.69
|
|
|
$
|
0.09
|
|
|
$
|
0.96
|
|
|
$
|
(0.03
|
)
|
Diluted weighted average common shares outstanding
|
81,545
|
|
|
80,448
|
|
|
81,241
|
|
|
80,681
|
|
|
For the Three Months Ended September 30,
|
|
For the Nine Months Ended September 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Net income (loss)
|
$
|
56,530
|
|
|
$
|
7,442
|
|
|
$
|
78,086
|
|
|
$
|
(2,766
|
)
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation (losses) gains, net of tax
|
(1,454
|
)
|
|
(13,330
|
)
|
|
4,417
|
|
|
(32,050
|
)
|
||||
Unrealized losses on equity investee activity, net of tax
|
(345
|
)
|
|
—
|
|
|
(12,932
|
)
|
|
—
|
|
||||
Comprehensive income (loss)
|
$
|
54,731
|
|
|
$
|
(5,888
|
)
|
|
$
|
69,571
|
|
|
$
|
(34,816
|
)
|
Comprehensive income (loss) attributable to non-controlling interests
|
253
|
|
|
(176
|
)
|
|
414
|
|
|
(420
|
)
|
||||
Comprehensive income (loss) attributable to MasTec, Inc.
|
$
|
54,478
|
|
|
$
|
(5,712
|
)
|
|
$
|
69,157
|
|
|
$
|
(34,396
|
)
|
|
September 30,
2016 |
|
December 31,
2015 |
||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
9,427
|
|
|
$
|
4,984
|
|
Accounts receivable, net of allowance
|
1,215,954
|
|
|
911,106
|
|
||
Inventories, net
|
108,444
|
|
|
90,599
|
|
||
Prepaid expenses
|
32,266
|
|
|
54,879
|
|
||
Other current assets
|
56,336
|
|
|
68,190
|
|
||
Total current assets
|
$
|
1,422,427
|
|
|
$
|
1,129,758
|
|
Property and equipment, net
|
554,513
|
|
|
558,667
|
|
||
Goodwill, net
|
997,199
|
|
|
988,511
|
|
||
Other intangible assets, net
|
186,515
|
|
|
199,379
|
|
||
Other long-term assets
|
53,392
|
|
|
51,032
|
|
||
Total assets
|
$
|
3,214,046
|
|
|
$
|
2,927,347
|
|
Liabilities and equity
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Current portion of long-term debt
|
$
|
66,106
|
|
|
$
|
77,400
|
|
Accounts payable
|
435,652
|
|
|
348,543
|
|
||
Accrued salaries and wages
|
99,520
|
|
|
46,550
|
|
||
Other accrued expenses
|
118,350
|
|
|
69,369
|
|
||
Acquisition-related contingent consideration, current
|
16,203
|
|
|
17,731
|
|
||
Billings in excess of costs and earnings
|
165,989
|
|
|
149,483
|
|
||
Other current liabilities
|
40,545
|
|
|
43,459
|
|
||
Total current liabilities
|
$
|
942,365
|
|
|
$
|
752,535
|
|
Acquisition-related contingent consideration, net of current portion
|
25,815
|
|
|
41,675
|
|
||
Long-term debt
|
950,641
|
|
|
932,868
|
|
||
Long-term deferred tax liabilities, net
|
167,230
|
|
|
188,759
|
|
||
Other long-term liabilities
|
98,415
|
|
|
68,119
|
|
||
Total liabilities
|
$
|
2,184,466
|
|
|
$
|
1,983,956
|
|
Commitments and contingencies
(See Note 14)
|
|
|
|
|
|
||
Equity
|
|
|
|
||||
Preferred stock, $1.00 par value: authorized shares - 5,000,000; issued and outstanding shares – none
|
$
|
—
|
|
|
$
|
—
|
|
Common stock, $0.10 par value: authorized shares - 145,000,000; issued shares - 90,452,182 (including 1,887,828 of unvested restricted shares) and 88,197,474 as of September 30, 2016 and December 31, 2015, respectively
|
9,045
|
|
|
8,820
|
|
||
Capital surplus
|
785,879
|
|
|
769,996
|
|
||
Retained earnings
|
456,350
|
|
|
378,678
|
|
||
Accumulated other comprehensive loss
|
(80,866
|
)
|
|
(72,351
|
)
|
||
Treasury stock, at cost: 8,094,004 shares as of both September 30, 2016 and December 31, 2015
|
(145,573
|
)
|
|
(145,573
|
)
|
||
Total MasTec, Inc. shareholders’ equity
|
$
|
1,024,835
|
|
|
$
|
939,570
|
|
Non-controlling interests
|
$
|
4,745
|
|
|
$
|
3,821
|
|
Total equity
|
$
|
1,029,580
|
|
|
$
|
943,391
|
|
Total liabilities and equity
|
$
|
3,214,046
|
|
|
$
|
2,927,347
|
|
|
For the Nine Months Ended September 30,
|
||||||
|
2016
|
|
2015
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income (loss)
|
$
|
78,086
|
|
|
$
|
(2,766
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
122,249
|
|
|
128,048
|
|
||
Non-cash interest expense, net
|
2,209
|
|
|
2,036
|
|
||
Non-cash stock-based compensation expense
|
11,291
|
|
|
9,486
|
|
||
Excess tax benefit from stock-based compensation
|
(1,385
|
)
|
|
(56
|
)
|
||
Benefit from deferred income taxes
|
(1,339
|
)
|
|
(9,076
|
)
|
||
Other non-cash items
|
3,336
|
|
|
1,783
|
|
||
Losses (gains) on sales of assets, including estimated losses on fixed assets held-for-sale
|
378
|
|
|
(2,619
|
)
|
||
Changes in assets and liabilities, net of acquisitions:
|
|
|
|
||||
Accounts receivable
|
(302,590
|
)
|
|
252,333
|
|
||
Inventories
|
(18,900
|
)
|
|
22,406
|
|
||
Other assets, current and long-term portion
|
44,483
|
|
|
(13,915
|
)
|
||
Accounts payable and accrued expenses
|
172,731
|
|
|
(76,747
|
)
|
||
Billings in excess of costs and earnings
|
16,581
|
|
|
(31,168
|
)
|
||
Book overdrafts
|
8,883
|
|
|
(7,830
|
)
|
||
Other liabilities, current and long-term portion
|
(8,872
|
)
|
|
(11,313
|
)
|
||
Net cash provided by operating activities
|
$
|
127,141
|
|
|
$
|
260,602
|
|
Cash flows used in investing activities:
|
|
|
|
||||
Cash paid for acquisitions, net of cash acquired
|
(4,102
|
)
|
|
(148
|
)
|
||
Capital expenditures
|
(89,050
|
)
|
|
(70,766
|
)
|
||
Proceeds from sale of property and equipment
|
6,824
|
|
|
9,763
|
|
||
Payments for other investments, net
|
(7,733
|
)
|
|
(109,299
|
)
|
||
Net cash used in investing activities
|
$
|
(94,061
|
)
|
|
$
|
(170,450
|
)
|
Cash flows provided by (used in) financing activities:
|
|
|
|
||||
Proceeds from credit facilities
|
1,186,816
|
|
|
1,329,610
|
|
||
Repayments of credit facilities
|
(1,149,930
|
)
|
|
(1,240,122
|
)
|
||
Repayments of other borrowings
|
(8,188
|
)
|
|
(10,568
|
)
|
||
Payments of capital lease obligations
|
(41,828
|
)
|
|
(40,687
|
)
|
||
Repurchase of common stock
|
—
|
|
|
(100,000
|
)
|
||
Proceeds from stock-based awards, net
|
3,938
|
|
|
1,743
|
|
||
Excess tax benefit from stock-based compensation
|
1,385
|
|
|
56
|
|
||
Payments of acquisition-related contingent consideration
|
(19,822
|
)
|
|
(44,757
|
)
|
||
Payments of financing costs
|
—
|
|
|
(2,435
|
)
|
||
Net cash used in financing activities
|
$
|
(27,629
|
)
|
|
$
|
(107,160
|
)
|
Effect of currency translation on cash
|
(1,008
|
)
|
|
103
|
|
||
Net increase (decrease) in cash and cash equivalents
|
$
|
4,443
|
|
|
$
|
(16,905
|
)
|
Cash and cash equivalents - beginning of period
|
$
|
4,984
|
|
|
$
|
24,059
|
|
Cash and cash equivalents - end of period
|
$
|
9,427
|
|
|
$
|
7,154
|
|
|
For the Three Months Ended September 30,
|
|
For the Nine Months Ended September 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Net income (loss) attributable to MasTec:
|
|
|
|
|
|
|
|
||||||||
Net income (loss) - basic and diluted
(a)
|
$
|
56,277
|
|
|
$
|
7,618
|
|
|
$
|
77,672
|
|
|
$
|
(2,346
|
)
|
Weighted average shares outstanding:
|
|
|
|
|
|
|
|
||||||||
Weighted average shares outstanding - basic
(b)
|
80,462
|
|
|
79,845
|
|
|
80,323
|
|
|
80,681
|
|
||||
Dilutive common stock equivalents
|
1,083
|
|
|
603
|
|
|
918
|
|
|
—
|
|
||||
Weighted average shares outstanding - diluted
|
81,545
|
|
|
80,448
|
|
|
81,241
|
|
|
80,681
|
|
(a)
|
Calculated as total net income (loss) less amounts attributable to non-controlling interests.
|
(b)
|
Excludes non-participating unvested restricted share awards and treasury stock.
|
|
Communications
|
|
Oil and Gas
|
|
Electrical
Transmission
|
|
Power
Generation and Industrial
|
|
Total Goodwill
|
||||||||||
Goodwill, gross carrying amount
|
$
|
420.7
|
|
|
$
|
380.6
|
|
|
$
|
149.9
|
|
|
$
|
117.6
|
|
|
$
|
1,068.8
|
|
Accumulated impairment losses
|
—
|
|
|
(71.6
|
)
|
|
—
|
|
|
—
|
|
|
(71.6
|
)
|
|||||
Goodwill, net
|
$
|
420.7
|
|
|
$
|
309.0
|
|
|
$
|
149.9
|
|
|
$
|
117.6
|
|
|
$
|
997.2
|
|
|
Other Intangible Assets
|
||||||||||||||||||
|
Non-amortizing
|
|
Amortizing
|
|
|
||||||||||||||
|
Trade Names
|
|
Pre-Qualifications
|
|
Customer Relationships and Backlog
|
|
Other
(a)
|
|
Total
|
||||||||||
Other intangible assets, gross carrying amount as of December 31, 2015
|
$
|
34.8
|
|
|
$
|
73.4
|
|
|
$
|
195.4
|
|
|
$
|
25.7
|
|
|
$
|
329.3
|
|
Accumulated amortization
|
|
|
|
|
(114.6
|
)
|
|
(15.3
|
)
|
|
(129.9
|
)
|
|||||||
Other intangible assets, net, as of December 31, 2015
|
$
|
34.8
|
|
|
$
|
73.4
|
|
|
$
|
80.8
|
|
|
$
|
10.4
|
|
|
$
|
199.4
|
|
Amortization expense
|
|
|
|
|
(13.2
|
)
|
|
(2.5
|
)
|
|
(15.7
|
)
|
|||||||
Currency translation adjustments
|
—
|
|
|
2.2
|
|
|
0.5
|
|
|
0.1
|
|
|
2.8
|
|
|||||
Other intangible assets, net, as of September 30, 2016
|
$
|
34.8
|
|
|
$
|
75.6
|
|
|
$
|
68.1
|
|
|
$
|
8.0
|
|
|
$
|
186.5
|
|
(a)
|
Consists principally of trade names and non-compete agreements.
|
|
September 30,
2016 |
|
December 31,
2015 |
||||
Contract billings
|
$
|
559.3
|
|
|
$
|
437.3
|
|
Retainage
|
224.9
|
|
|
148.8
|
|
||
Costs and earnings in excess of billings
|
440.1
|
|
|
332.7
|
|
||
Accounts receivable, gross
|
$
|
1,224.3
|
|
|
$
|
918.8
|
|
Less allowance for doubtful accounts
|
(8.3
|
)
|
|
(7.7
|
)
|
||
Accounts receivable, net
|
$
|
1,216.0
|
|
|
$
|
911.1
|
|
|
September 30,
2016 |
|
December 31,
2015 |
||||
Land
|
$
|
4.6
|
|
|
$
|
4.6
|
|
Buildings and leasehold improvements
|
22.3
|
|
|
21.7
|
|
||
Machinery and equipment
|
979.4
|
|
|
912.9
|
|
||
Office furniture and equipment
|
142.9
|
|
|
136.9
|
|
||
Construction in progress
|
14.5
|
|
|
10.8
|
|
||
Total property and equipment
|
$
|
1,163.7
|
|
|
$
|
1,086.9
|
|
Less accumulated depreciation and amortization
|
(609.2
|
)
|
|
(528.2
|
)
|
||
Property and equipment, net
|
$
|
554.5
|
|
|
$
|
558.7
|
|
Description
|
|
Maturity Date
|
|
September 30,
2016 |
|
December 31,
2015 |
||||
Senior secured credit facility:
|
|
|
|
|
|
|
||||
Revolving loans
|
|
October 29, 2018
|
|
$
|
260.7
|
|
|
$
|
208.5
|
|
Term loan
|
|
November 21, 2019
|
|
240.6
|
|
|
250.0
|
|
||
4.875% Senior Notes
|
|
March 15, 2023
|
|
400.0
|
|
|
400.0
|
|
||
Other credit facilities
|
|
Varies
|
|
15.4
|
|
|
16.4
|
|
||
Capital lease obligations, weighted average interest rate of 2.8%
|
|
In installments through October 1, 2021
|
|
101.4
|
|
|
130.9
|
|
||
Notes payable, weighted average interest rate of 3.0%
|
|
In installments through December 15, 2018
|
|
9.3
|
|
|
17.4
|
|
||
Total long-term debt obligations
|
|
$
|
1,027.4
|
|
|
$
|
1,023.2
|
|
||
Less unamortized deferred financing costs
|
|
(10.7
|
)
|
|
(12.9
|
)
|
||||
Total debt, net of deferred financing costs
|
|
1,016.7
|
|
|
1,010.3
|
|
||||
Current portion of long-term debt
|
|
66.1
|
|
|
77.4
|
|
||||
Long-term debt
|
|
$
|
950.6
|
|
|
$
|
932.9
|
|
Activity, restricted shares:
(a)
|
Restricted
Shares |
|
Per Share Weighted Average Grant Date Fair Value
|
|||
Non-vested restricted shares, as of December 31, 2015
|
1,630,232
|
|
|
$
|
22.94
|
|
Granted
|
447,946
|
|
|
13.46
|
|
|
Vested
|
(76,650
|
)
|
|
24.06
|
|
|
Canceled/forfeited
|
(70,950
|
)
|
|
21.36
|
|
|
Non-vested restricted shares, as of September 30, 2016
|
1,930,578
|
|
|
$
|
20.75
|
|
(a)
|
Includes
42,750
and
32,250
restricted stock units as of
September 30, 2016
and
December 31, 2015
, respectively.
|
Activity, stock options:
|
Stock
Options |
|
Per Share Weighted Average
Exercise Price |
|
Weighted Average
Remaining Contractual Life (in years) |
|
Aggregate Intrinsic
Value
(a)
(in millions)
|
||||||
Options outstanding and exercisable as of December 31, 2015
|
202,700
|
|
|
$
|
13.06
|
|
|
0.55
|
|
|
$
|
0.9
|
|
Exercised
|
(202,700
|
)
|
|
13.06
|
|
|
|
|
|
||||
Options outstanding and exercisable as of September 30, 2016
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
—
|
|
(a)
|
Amount represents the difference between the exercise price and the closing share price of the Company’s stock on the last trading day of the corresponding period, multiplied by the number of in-the-money options.
|
|
For the Nine Months Ended September 30,
|
||||||
|
2016
|
|
2015
|
||||
Cash proceeds
(in millions)
|
$
|
2.0
|
|
|
$
|
1.3
|
|
Common shares issued
|
115,556
|
|
|
86,687
|
|
||
Weighted average price per share
|
$
|
16.88
|
|
|
$
|
15.33
|
|
Weighted average per share grant date fair value
|
$
|
4.58
|
|
|
$
|
4.20
|
|
|
For the Three Months Ended September 30,
|
|
For the Nine Months Ended September 30,
|
||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Non-cash stock-based compensation expense
|
$
|
3.9
|
|
|
$
|
3.2
|
|
|
$
|
11.3
|
|
|
$
|
9.5
|
|
Income Tax Effects:
|
|
|
|
|
|
|
|
||||||||
Income tax benefit from non-cash stock-based compensation
|
$
|
1.7
|
|
|
$
|
1.2
|
|
|
$
|
5.6
|
|
|
$
|
3.7
|
|
Excess tax benefit from non-cash stock-based compensation
(a)
|
$
|
0.3
|
|
|
$
|
—
|
|
|
$
|
1.4
|
|
|
$
|
0.1
|
|
(a)
|
Excess tax benefits, which represent cash flows from tax deductions in excess of the tax effect of compensation expense associated with exercised stock options and vested restricted shares, are classified as financing cash flows in the Company’s condensed unaudited consolidated statements of cash flows.
|
|
Multiemployer Plans
|
||||||||||||||||
|
Covered Employees
|
|
Contributions
(in millions)
|
||||||||||||||
|
Low
|
|
High
|
|
Pension
|
|
Other Multiemployer
|
|
Total
|
||||||||
For the Three Months Ended September 30:
|
|
|
|
|
|
|
|
|
|
||||||||
2016
|
4,170
|
|
|
4,910
|
|
|
$
|
26.4
|
|
|
$
|
2.9
|
|
|
$
|
29.3
|
|
2015
|
1,689
|
|
|
2,463
|
|
|
$
|
7.4
|
|
|
$
|
2.2
|
|
|
$
|
9.6
|
|
For the Nine Months Ended September 30:
|
|
|
|
|
|
|
|
|
|
||||||||
2016
|
1,112
|
|
|
4,910
|
|
|
$
|
43.4
|
|
|
$
|
7.6
|
|
|
$
|
51.0
|
|
2015
|
590
|
|
|
2,463
|
|
|
$
|
20.0
|
|
|
$
|
6.6
|
|
|
$
|
26.6
|
|
|
For the Three Months Ended September 30,
|
|
For the Nine Months Ended September 30,
|
||||||||||||
Revenue:
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Communications
(a)
|
$
|
624.3
|
|
|
$
|
513.3
|
|
|
$
|
1,728.0
|
|
|
$
|
1,452.1
|
|
Oil and Gas
|
736.0
|
|
|
406.9
|
|
|
1,454.3
|
|
|
1,144.2
|
|
||||
Electrical Transmission
|
101.7
|
|
|
75.9
|
|
|
283.6
|
|
|
270.2
|
|
||||
Power Generation and Industrial
|
123.6
|
|
|
115.0
|
|
|
324.7
|
|
|
302.3
|
|
||||
Other
|
7.6
|
|
|
3.8
|
|
|
14.9
|
|
|
17.2
|
|
||||
Eliminations
|
(7.0
|
)
|
|
(3.9
|
)
|
|
(12.7
|
)
|
|
(5.1
|
)
|
||||
Consolidated revenue
|
$
|
1,586.2
|
|
|
$
|
1,111.0
|
|
|
$
|
3,792.8
|
|
|
$
|
3,180.9
|
|
(a)
|
Revenue generated primarily by utilities customers represented
11.1%
and
11.2%
of Communications segment revenue for the three month periods ended
September 30, 2016
and
2015
, respectively, and represented
10.9%
and
10.5%
for the
nine
month periods ended
September 30, 2016
and
2015
, respectively.
|
|
For the Three Months Ended September 30,
|
|
For the Nine Months Ended September 30,
|
||||||||||||
EBITDA:
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Communications
|
$
|
62.8
|
|
|
$
|
49.7
|
|
|
$
|
190.9
|
|
|
$
|
141.8
|
|
Oil and Gas
|
117.8
|
|
|
51.0
|
|
|
187.6
|
|
|
113.9
|
|
||||
Electrical Transmission
|
(8.3
|
)
|
|
(23.7
|
)
|
|
(42.0
|
)
|
|
(47.6
|
)
|
||||
Power Generation and Industrial
|
6.1
|
|
|
4.8
|
|
|
13.8
|
|
|
3.9
|
|
||||
Other
|
(3.1
|
)
|
|
(2.0
|
)
|
|
(2.6
|
)
|
|
(7.1
|
)
|
||||
Corporate
|
(24.3
|
)
|
|
(12.0
|
)
|
|
(55.1
|
)
|
|
(40.5
|
)
|
||||
Consolidated EBITDA
|
$
|
151.0
|
|
|
$
|
67.8
|
|
|
$
|
292.6
|
|
|
$
|
164.4
|
|
|
For the Three Months Ended September 30,
|
|
For the Nine Months Ended September 30,
|
||||||||||||
Depreciation and Amortization:
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Communications
|
$
|
12.5
|
|
|
$
|
13.2
|
|
|
$
|
37.2
|
|
|
$
|
37.6
|
|
Oil and Gas
|
20.7
|
|
|
20.0
|
|
|
58.2
|
|
|
64.3
|
|
||||
Electrical Transmission
|
6.1
|
|
|
5.5
|
|
|
17.1
|
|
|
16.0
|
|
||||
Power Generation and Industrial
|
1.6
|
|
|
1.7
|
|
|
4.6
|
|
|
5.0
|
|
||||
Other
|
0.0
|
|
|
0.0
|
|
|
0.0
|
|
|
0.1
|
|
||||
Corporate
|
1.7
|
|
|
1.8
|
|
|
5.1
|
|
|
5.0
|
|
||||
Consolidated depreciation and amortization
|
$
|
42.6
|
|
|
$
|
42.2
|
|
|
$
|
122.2
|
|
|
$
|
128.0
|
|
|
For the Three Months Ended September 30,
|
|
For the Nine Months Ended September 30,
|
||||||||||||
EBITDA Reconciliation:
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
EBITDA
|
$
|
151.0
|
|
|
$
|
67.8
|
|
|
$
|
292.6
|
|
|
$
|
164.4
|
|
Less:
|
|
|
|
|
|
|
|
||||||||
Interest expense, net
|
(13.1
|
)
|
|
(12.0
|
)
|
|
(37.9
|
)
|
|
(35.8
|
)
|
||||
Depreciation and amortization
|
(42.6
|
)
|
|
(42.2
|
)
|
|
(122.2
|
)
|
|
(128.0
|
)
|
||||
Income before income taxes
|
$
|
95.3
|
|
|
$
|
13.6
|
|
|
$
|
132.4
|
|
|
$
|
0.5
|
|
|
For the Three Months Ended September 30,
|
|
For the Nine Months Ended September 30,
|
||||
Customer:
|
2016
|
|
2015
|
|
2016
|
|
2015
|
AT&T (including DIRECTV
®
)
(a)
|
30%
|
|
31%
|
|
34%
|
|
31%
|
Energy Transfer affiliates
(b)
|
35%
|
|
7%
|
|
26%
|
|
5%
|
(a)
|
The Company’s relationship with AT&T is based upon multiple separate master service agreements, other service agreements and construction/installation contracts for AT&T’s (i) wireless, (ii) wireline/fiber, (iii) home security and automation businesses, and (iv) for DIRECTV® services, is based upon an agreement to provide installation and maintenance services. Revenue from AT&T is included in the Communications segment.
|
(b)
|
The Company's relationship with Energy Transfer affiliates is based upon various construction contracts for pipeline activities with Energy Transfer Partners L.P., Sunoco Logistics Partners L.P., and their subsidiaries and affiliates, all of which are consolidated by Energy Transfer Equity, L.P. Revenue from Energy Transfer affiliates is included in the Oil and Gas segment.
|
For the Three Months Ended September 30, 2016
|
MasTec, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
MasTec, Inc.
|
||||||||||
Revenue
|
$
|
—
|
|
|
$
|
1,493.9
|
|
|
$
|
112.7
|
|
|
$
|
(20.4
|
)
|
|
$
|
1,586.2
|
|
Costs of revenue, excluding depreciation and amortization
|
—
|
|
|
1,282.3
|
|
|
107.2
|
|
|
(20.4
|
)
|
|
1,369.0
|
|
|||||
Depreciation and amortization
|
—
|
|
|
33.7
|
|
|
8.9
|
|
|
—
|
|
|
42.6
|
|
|||||
General and administrative expenses
|
0.6
|
|
|
60.6
|
|
|
5.9
|
|
|
—
|
|
|
67.1
|
|
|||||
Interest expense (income), net
|
—
|
|
|
28.6
|
|
|
(15.5
|
)
|
|
—
|
|
|
13.1
|
|
|||||
Equity in losses of unconsolidated affiliates
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other (income) expense, net
|
—
|
|
|
(3.4
|
)
|
|
2.3
|
|
|
—
|
|
|
(1.0
|
)
|
|||||
(Loss) income before income taxes
|
$
|
(0.6
|
)
|
|
$
|
92.1
|
|
|
$
|
3.9
|
|
|
$
|
—
|
|
|
$
|
95.3
|
|
Benefit from (provision for) income taxes
|
0.2
|
|
|
(33.4
|
)
|
|
(5.6
|
)
|
|
—
|
|
|
(38.8
|
)
|
|||||
Net (loss) income before equity in income from subsidiaries
|
$
|
(0.4
|
)
|
|
$
|
58.7
|
|
|
$
|
(1.7
|
)
|
|
$
|
—
|
|
|
$
|
56.5
|
|
Equity in income from subsidiaries, net of tax
|
56.7
|
|
|
—
|
|
|
—
|
|
|
(56.7
|
)
|
|
—
|
|
|||||
Net income (loss)
|
$
|
56.3
|
|
|
$
|
58.7
|
|
|
$
|
(1.7
|
)
|
|
$
|
(56.7
|
)
|
|
$
|
56.5
|
|
Net income attributable to non-controlling interests
|
—
|
|
|
—
|
|
|
0.3
|
|
|
—
|
|
|
0.3
|
|
|||||
Net income (loss) attributable to MasTec, Inc.
|
$
|
56.3
|
|
|
$
|
58.7
|
|
|
$
|
(2.0
|
)
|
|
$
|
(56.7
|
)
|
|
$
|
56.3
|
|
Comprehensive income (loss)
|
$
|
54.5
|
|
|
$
|
58.7
|
|
|
$
|
(3.6
|
)
|
|
$
|
(54.9
|
)
|
|
$
|
54.7
|
|
For the Three Months Ended September 30, 2015
|
MasTec, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
MasTec, Inc.
|
||||||||||
Revenue
|
$
|
—
|
|
|
$
|
963.7
|
|
|
$
|
149.9
|
|
|
$
|
(2.6
|
)
|
|
$
|
1,111.0
|
|
Costs of revenue, excluding depreciation and amortization
|
—
|
|
|
841.9
|
|
|
133.4
|
|
|
(2.6
|
)
|
|
972.7
|
|
|||||
Depreciation and amortization
|
—
|
|
|
33.2
|
|
|
9.0
|
|
|
—
|
|
|
42.2
|
|
|||||
General and administrative expenses
|
0.7
|
|
|
57.0
|
|
|
6.1
|
|
|
—
|
|
|
63.8
|
|
|||||
Interest expense (income), net
|
—
|
|
|
27.7
|
|
|
(15.7
|
)
|
|
—
|
|
|
12.0
|
|
|||||
Equity in losses of unconsolidated affiliates
|
—
|
|
|
—
|
|
|
0.4
|
|
|
—
|
|
|
0.4
|
|
|||||
Other expense, net
|
—
|
|
|
6.0
|
|
|
0.3
|
|
|
—
|
|
|
6.3
|
|
|||||
(Loss) income before income taxes
|
$
|
(0.7
|
)
|
|
$
|
(2.1
|
)
|
|
$
|
16.4
|
|
|
$
|
—
|
|
|
$
|
13.6
|
|
Benefit from (provision for) income taxes
|
0.3
|
|
|
1.3
|
|
|
(7.8
|
)
|
|
—
|
|
|
(6.2
|
)
|
|||||
Net (loss) income before equity in income from subsidiaries
|
$
|
(0.4
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
8.6
|
|
|
$
|
—
|
|
|
$
|
7.4
|
|
Equity in income from subsidiaries, net of tax
|
8.0
|
|
|
—
|
|
|
—
|
|
|
(8.0
|
)
|
|
—
|
|
|||||
Net income (loss)
|
$
|
7.6
|
|
|
$
|
(0.8
|
)
|
|
$
|
8.6
|
|
|
$
|
(8.0
|
)
|
|
$
|
7.4
|
|
Net loss attributable to non-controlling interests
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
|
(0.2
|
)
|
|||||
Net income (loss) attributable to MasTec, Inc.
|
$
|
7.6
|
|
|
$
|
(0.8
|
)
|
|
$
|
8.8
|
|
|
$
|
(8.0
|
)
|
|
$
|
7.6
|
|
Comprehensive (loss) income
|
$
|
(5.7
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
(4.8
|
)
|
|
$
|
5.4
|
|
|
$
|
(5.9
|
)
|
For the Nine Months Ended September 30, 2016
|
MasTec, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
MasTec, Inc.
|
||||||||||
Revenue
|
$
|
—
|
|
|
$
|
3,521.5
|
|
|
$
|
302.2
|
|
|
$
|
(30.9
|
)
|
|
$
|
3,792.8
|
|
Costs of revenue, excluding depreciation and amortization
|
—
|
|
|
3,054.5
|
|
|
298.0
|
|
|
(30.9
|
)
|
|
3,321.6
|
|
|||||
Depreciation and amortization
|
—
|
|
|
96.6
|
|
|
25.6
|
|
|
—
|
|
|
122.2
|
|
|||||
General and administrative expenses
|
1.7
|
|
|
172.1
|
|
|
21.2
|
|
|
—
|
|
|
195.0
|
|
|||||
Interest expense (income), net
|
—
|
|
|
83.8
|
|
|
(45.9
|
)
|
|
—
|
|
|
37.9
|
|
|||||
Equity in earnings of unconsolidated affiliates
|
—
|
|
|
—
|
|
|
(3.5
|
)
|
|
—
|
|
|
(3.5
|
)
|
|||||
Other income, net
|
—
|
|
|
(12.7
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
(12.8
|
)
|
|||||
(Loss) income before income taxes
|
$
|
(1.7
|
)
|
|
$
|
127.2
|
|
|
$
|
6.9
|
|
|
$
|
—
|
|
|
$
|
132.4
|
|
Benefit from (provision for) income taxes
|
0.6
|
|
|
(47.3
|
)
|
|
(7.6
|
)
|
|
—
|
|
|
(54.3
|
)
|
|||||
Net (loss) income before equity in income from subsidiaries
|
$
|
(1.1
|
)
|
|
$
|
79.9
|
|
|
$
|
(0.7
|
)
|
|
$
|
—
|
|
|
$
|
78.1
|
|
Equity in income from subsidiaries, net of tax
|
78.8
|
|
|
—
|
|
|
—
|
|
|
(78.8
|
)
|
|
—
|
|
|||||
Net income (loss)
|
$
|
77.7
|
|
|
$
|
79.9
|
|
|
$
|
(0.7
|
)
|
|
$
|
(78.8
|
)
|
|
$
|
78.1
|
|
Net income attributable to non-controlling interests
|
—
|
|
|
—
|
|
|
0.4
|
|
|
—
|
|
|
0.4
|
|
|||||
Net income (loss) attributable to MasTec, Inc.
|
$
|
77.7
|
|
|
$
|
79.9
|
|
|
$
|
(1.1
|
)
|
|
$
|
(78.8
|
)
|
|
$
|
77.7
|
|
Comprehensive income (loss)
|
$
|
69.2
|
|
|
$
|
79.9
|
|
|
$
|
(9.2
|
)
|
|
$
|
(70.3
|
)
|
|
$
|
69.6
|
|
For the Nine Months Ended September 30, 2015
|
MasTec, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
MasTec, Inc.
|
||||||||||
Revenue
|
$
|
—
|
|
|
$
|
2,657.9
|
|
|
$
|
530.2
|
|
|
$
|
(7.2
|
)
|
|
$
|
3,180.9
|
|
Costs of revenue, excluding depreciation and amortization
|
—
|
|
|
2,309.4
|
|
|
502.9
|
|
|
(7.2
|
)
|
|
2,805.1
|
|
|||||
Depreciation and amortization
|
—
|
|
|
98.1
|
|
|
29.9
|
|
|
—
|
|
|
128.0
|
|
|||||
General and administrative expenses
|
1.9
|
|
|
184.9
|
|
|
20.3
|
|
|
—
|
|
|
207.1
|
|
|||||
Interest expense (income), net
|
—
|
|
|
82.9
|
|
|
(47.1
|
)
|
|
—
|
|
|
35.8
|
|
|||||
Equity in losses of unconsolidated affiliates
|
—
|
|
|
—
|
|
|
3.6
|
|
|
—
|
|
|
3.6
|
|
|||||
Other expense, net
|
—
|
|
|
0.3
|
|
|
0.4
|
|
|
—
|
|
|
0.7
|
|
|||||
(Loss) income before income taxes
|
$
|
(1.9
|
)
|
|
$
|
(17.8
|
)
|
|
$
|
20.2
|
|
|
$
|
—
|
|
|
$
|
0.5
|
|
Benefit from (provision for) income taxes
|
0.8
|
|
|
7.9
|
|
|
(12.0
|
)
|
|
—
|
|
|
(3.3
|
)
|
|||||
Net (loss) income before equity in losses from subsidiaries
|
$
|
(1.1
|
)
|
|
$
|
(9.9
|
)
|
|
$
|
8.2
|
|
|
$
|
—
|
|
|
$
|
(2.8
|
)
|
Equity in losses from subsidiaries, net of tax
|
(1.3
|
)
|
|
—
|
|
|
—
|
|
|
1.3
|
|
|
—
|
|
|||||
Net (loss) income
|
$
|
(2.4
|
)
|
|
$
|
(9.9
|
)
|
|
$
|
8.2
|
|
|
$
|
1.3
|
|
|
$
|
(2.8
|
)
|
Net loss attributable to non-controlling interests
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
(0.5
|
)
|
|||||
Net (loss) income attributable to MasTec, Inc.
|
$
|
(2.4
|
)
|
|
$
|
(9.9
|
)
|
|
$
|
8.7
|
|
|
$
|
1.3
|
|
|
$
|
(2.3
|
)
|
Comprehensive (loss) income
|
$
|
(34.4
|
)
|
|
$
|
(9.9
|
)
|
|
$
|
(23.7
|
)
|
|
$
|
33.3
|
|
|
$
|
(34.8
|
)
|
As of September 30, 2016
|
MasTec, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
MasTec, Inc.
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Total current assets
|
$
|
—
|
|
|
$
|
1,265.9
|
|
|
$
|
162.3
|
|
|
$
|
(5.8
|
)
|
|
$
|
1,422.4
|
|
Property and equipment, net
|
—
|
|
|
459.0
|
|
|
95.5
|
|
|
—
|
|
|
554.5
|
|
|||||
Goodwill and other intangible assets, net
|
—
|
|
|
1,041.6
|
|
|
142.1
|
|
|
—
|
|
|
1,183.7
|
|
|||||
Investments in and advances to consolidated affiliates, net
|
1,012.2
|
|
|
510.2
|
|
|
—
|
|
|
(1,522.4
|
)
|
|
—
|
|
|||||
Other long-term assets
|
12.6
|
|
|
25.2
|
|
|
15.6
|
|
|
—
|
|
|
53.4
|
|
|||||
Total assets
|
$
|
1,024.8
|
|
|
$
|
3,301.9
|
|
|
$
|
415.5
|
|
|
$
|
(1,528.2
|
)
|
|
$
|
3,214.0
|
|
Liabilities and equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Total current liabilities
|
$
|
—
|
|
|
$
|
830.3
|
|
|
$
|
117.9
|
|
|
$
|
(5.8
|
)
|
|
$
|
942.4
|
|
Long-term debt
|
—
|
|
|
925.5
|
|
|
25.1
|
|
|
—
|
|
|
950.6
|
|
|||||
Advances from consolidated affiliates, net
|
—
|
|
|
—
|
|
|
4.0
|
|
|
(4.0
|
)
|
|
—
|
|
|||||
Other long-term liabilities
|
—
|
|
|
240.5
|
|
|
51.0
|
|
|
—
|
|
|
291.5
|
|
|||||
Total liabilities
|
$
|
—
|
|
|
$
|
1,996.3
|
|
|
$
|
198.0
|
|
|
$
|
(9.8
|
)
|
|
$
|
2,184.5
|
|
Total equity
|
$
|
1,024.8
|
|
|
$
|
1,305.6
|
|
|
$
|
217.5
|
|
|
$
|
(1,518.4
|
)
|
|
$
|
1,029.5
|
|
Total liabilities and equity
|
$
|
1,024.8
|
|
|
$
|
3,301.9
|
|
|
$
|
415.5
|
|
|
$
|
(1,528.2
|
)
|
|
$
|
3,214.0
|
|
As of December 31, 2015
|
MasTec, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
MasTec, Inc.
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Total current assets
|
$
|
—
|
|
|
$
|
927.4
|
|
|
$
|
202.4
|
|
|
$
|
—
|
|
|
$
|
1,129.8
|
|
Property and equipment, net
|
—
|
|
|
448.2
|
|
|
110.5
|
|
|
—
|
|
|
558.7
|
|
|||||
Goodwill and other intangible assets, net
|
—
|
|
|
1,047.4
|
|
|
140.5
|
|
|
—
|
|
|
1,187.9
|
|
|||||
Investments in and advances to consolidated affiliates, net
|
930.3
|
|
|
103.7
|
|
|
50.6
|
|
|
(1,084.6
|
)
|
|
—
|
|
|||||
Other long-term assets
|
9.3
|
|
|
24.4
|
|
|
17.3
|
|
|
—
|
|
|
51.0
|
|
|||||
Total assets
|
$
|
939.6
|
|
|
$
|
2,551.1
|
|
|
$
|
521.3
|
|
|
$
|
(1,084.6
|
)
|
|
$
|
2,927.3
|
|
Liabilities and equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Total current liabilities
|
$
|
—
|
|
|
$
|
632.9
|
|
|
$
|
119.6
|
|
|
$
|
—
|
|
|
$
|
752.5
|
|
Long-term debt
|
—
|
|
|
900.1
|
|
|
32.8
|
|
|
—
|
|
|
932.9
|
|
|||||
Other long-term liabilities
|
—
|
|
|
275.6
|
|
|
23.0
|
|
|
—
|
|
|
298.5
|
|
|||||
Total liabilities
|
$
|
—
|
|
|
$
|
1,808.6
|
|
|
$
|
175.4
|
|
|
$
|
—
|
|
|
$
|
1,984.0
|
|
Total equity
|
$
|
939.6
|
|
|
$
|
742.5
|
|
|
$
|
345.9
|
|
|
$
|
(1,084.6
|
)
|
|
$
|
943.4
|
|
Total liabilities and equity
|
$
|
939.6
|
|
|
$
|
2,551.1
|
|
|
$
|
521.3
|
|
|
$
|
(1,084.6
|
)
|
|
$
|
2,927.3
|
|
For the Nine Months Ended September 30, 2016
|
MasTec, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
MasTec, Inc.
|
||||||||||
Net cash provided by operating activities
|
$
|
—
|
|
|
$
|
87.2
|
|
|
$
|
39.9
|
|
|
$
|
—
|
|
|
$
|
127.1
|
|
Cash flows (used in) provided by investing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash paid for acquisitions, net of cash acquired
|
—
|
|
|
(4.1
|
)
|
|
—
|
|
|
—
|
|
|
(4.1
|
)
|
|||||
Capital expenditures
|
—
|
|
|
(84.0
|
)
|
|
(5.1
|
)
|
|
—
|
|
|
(89.1
|
)
|
|||||
Proceeds from sale of property and equipment
|
—
|
|
|
3.1
|
|
|
3.7
|
|
|
—
|
|
|
6.8
|
|
|||||
Payments for other investments, net
|
—
|
|
|
(3.8
|
)
|
|
(3.9
|
)
|
|
—
|
|
|
(7.7
|
)
|
|||||
Net cash used in investing activities
|
$
|
—
|
|
|
$
|
(88.8
|
)
|
|
$
|
(5.3
|
)
|
|
$
|
—
|
|
|
$
|
(94.1
|
)
|
Cash flows provided by (used in) financing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Proceeds from credit facilities
|
—
|
|
|
1,093.8
|
|
|
93.0
|
|
|
—
|
|
|
1,186.8
|
|
|||||
Repayments of credit facilities
|
—
|
|
|
(1,056.1
|
)
|
|
(93.8
|
)
|
|
—
|
|
|
(1,149.9
|
)
|
|||||
Repayments of other borrowings and capital lease obligations
|
—
|
|
|
(37.6
|
)
|
|
(12.4
|
)
|
|
—
|
|
|
(50.0
|
)
|
|||||
Proceeds from stock-based awards, net
|
3.4
|
|
|
—
|
|
|
0.5
|
|
|
—
|
|
|
3.9
|
|
|||||
Excess tax benefit from stock-based compensation
|
1.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.4
|
|
|||||
Payments of acquisition-related contingent consideration
|
—
|
|
|
(16.5
|
)
|
|
(3.3
|
)
|
|
—
|
|
|
(19.8
|
)
|
|||||
Net financing activities and advances (to) from consolidated affiliates
|
(4.8
|
)
|
|
15.1
|
|
|
(10.3
|
)
|
|
—
|
|
|
—
|
|
|||||
Net cash used in financing activities
|
$
|
—
|
|
|
$
|
(1.3
|
)
|
|
$
|
(26.3
|
)
|
|
$
|
—
|
|
|
$
|
(27.6
|
)
|
Effect of currency translation on cash
|
—
|
|
|
—
|
|
|
(1.0
|
)
|
|
—
|
|
|
(1.0
|
)
|
|||||
Net (decrease) increase in cash and cash equivalents
|
$
|
—
|
|
|
$
|
(2.9
|
)
|
|
$
|
7.3
|
|
|
$
|
—
|
|
|
$
|
4.4
|
|
Cash and cash equivalents - beginning of period
|
—
|
|
|
4.7
|
|
|
0.3
|
|
|
—
|
|
|
5.0
|
|
|||||
Cash and cash equivalents - end of period
|
$
|
—
|
|
|
$
|
1.8
|
|
|
$
|
7.6
|
|
|
$
|
—
|
|
|
$
|
9.4
|
|
For the Nine Months Ended September 30, 2015
|
MasTec, Inc.
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Consolidated
MasTec, Inc.
|
||||||||||
Net cash (used in) provided by operating activities
|
$
|
(1.1
|
)
|
|
$
|
317.0
|
|
|
$
|
(55.3
|
)
|
|
$
|
—
|
|
|
$
|
260.6
|
|
Cash flows (used in) provided by investing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash paid for acquisitions, net of cash acquired
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|||||
Capital expenditures
|
—
|
|
|
(58.2
|
)
|
|
(12.6
|
)
|
|
—
|
|
|
(70.8
|
)
|
|||||
Proceeds from sale of property and equipment
|
—
|
|
|
8.4
|
|
|
1.4
|
|
|
—
|
|
|
9.8
|
|
|||||
Payments for other investments, net
|
—
|
|
|
(109.3
|
)
|
|
—
|
|
|
—
|
|
|
(109.3
|
)
|
|||||
Net cash used in investing activities
|
$
|
—
|
|
|
$
|
(159.2
|
)
|
|
$
|
(11.2
|
)
|
|
$
|
—
|
|
|
$
|
(170.5
|
)
|
Cash flows provided by (used in) financing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Proceeds from credit facilities
|
$
|
—
|
|
|
$
|
827.1
|
|
|
$
|
502.5
|
|
|
$
|
—
|
|
|
$
|
1,329.6
|
|
Repayments of credit facilities
|
—
|
|
|
(747.8
|
)
|
|
(492.3
|
)
|
|
—
|
|
|
(1,240.1
|
)
|
|||||
Repayments of other borrowings and capital lease obligations
|
—
|
|
|
(36.4
|
)
|
|
(14.9
|
)
|
|
—
|
|
|
(51.3
|
)
|
|||||
Repurchase of common stock
|
(100.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(100.0
|
)
|
|||||
Proceeds from stock-based awards, net
|
2.1
|
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
1.7
|
|
|||||
Excess tax benefits from stock-based compensation
|
—
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|||||
Payments of acquisition-related contingent consideration
|
—
|
|
|
(37.3
|
)
|
|
(7.5
|
)
|
|
—
|
|
|
(44.8
|
)
|
|||||
Payments of financing costs
|
—
|
|
|
(2.4
|
)
|
|
—
|
|
|
—
|
|
|
(2.4
|
)
|
|||||
Net financing activities and advances from (to) consolidated affiliates
|
99.0
|
|
|
(169.2
|
)
|
|
70.2
|
|
|
—
|
|
|
—
|
|
|||||
Net cash provided by (used in) financing activities
|
$
|
1.1
|
|
|
$
|
(166.3
|
)
|
|
$
|
58.0
|
|
|
$
|
—
|
|
|
$
|
(107.2
|
)
|
Effect of currency translation on cash
|
—
|
|
|
—
|
|
|
0.1
|
|
|
—
|
|
|
0.1
|
|
|||||
Net decrease in cash and cash equivalents
|
$
|
—
|
|
|
$
|
(8.5
|
)
|
|
$
|
(8.4
|
)
|
|
$
|
—
|
|
|
$
|
(16.9
|
)
|
Cash and cash equivalents - beginning of period
|
—
|
|
|
18.5
|
|
|
5.6
|
|
|
—
|
|
|
24.1
|
|
|||||
Cash and cash equivalents - end of period
|
$
|
—
|
|
|
$
|
10.0
|
|
|
$
|
(2.8
|
)
|
|
$
|
—
|
|
|
$
|
7.2
|
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
Reportable Segment
(in millions)
:
|
September 30,
2016 |
|
June 30,
2016 |
|
September 30,
2015 |
||||||
Communications
|
$
|
3,125
|
|
|
$
|
3,254
|
|
|
$
|
3,082
|
|
Oil and Gas
|
1,134
|
|
|
1,628
|
|
|
933
|
|
|||
Electrical Transmission
|
269
|
|
|
290
|
|
|
265
|
|
|||
Power Generation and Industrial
|
116
|
|
|
139
|
|
|
269
|
|
|||
Other
|
7
|
|
|
23
|
|
|
13
|
|
|||
Estimated 18-month backlog
|
$
|
4,651
|
|
|
$
|
5,334
|
|
|
$
|
4,562
|
|
|
For the Three Months Ended
September 30,
|
|
For the Nine Months Ended
September 30,
|
||||||||||||||||||||||||
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||||||||||||||
Revenue
|
$
|
1,586.2
|
|
|
100.0
|
%
|
|
$
|
1,111.0
|
|
|
100.0
|
%
|
|
$
|
3,792.8
|
|
|
100.0
|
%
|
|
$
|
3,180.9
|
|
|
100.0
|
%
|
Costs of revenue, excluding depreciation and amortization
|
1,369.0
|
|
|
86.3
|
%
|
|
972.7
|
|
|
87.6
|
%
|
|
3,321.6
|
|
|
87.6
|
%
|
|
2,805.1
|
|
|
88.2
|
%
|
||||
Depreciation and amortization
|
42.6
|
|
|
2.7
|
%
|
|
42.2
|
|
|
3.8
|
%
|
|
122.2
|
|
|
3.2
|
%
|
|
128.0
|
|
|
4.0
|
%
|
||||
General and administrative expenses
|
67.1
|
|
|
4.2
|
%
|
|
63.8
|
|
|
5.7
|
%
|
|
195.0
|
|
|
5.1
|
%
|
|
207.1
|
|
|
6.5
|
%
|
||||
Interest expense, net
|
13.1
|
|
|
0.8
|
%
|
|
12.0
|
|
|
1.1
|
%
|
|
37.9
|
|
|
1.0
|
%
|
|
35.8
|
|
|
1.1
|
%
|
||||
Equity in losses (earnings) of unconsolidated affiliates
|
—
|
|
|
—
|
%
|
|
0.4
|
|
|
0.0
|
%
|
|
(3.5
|
)
|
|
(0.1
|
)%
|
|
3.6
|
|
|
0.1
|
%
|
||||
Other (income) expense, net
|
(1.0
|
)
|
|
(0.1
|
)%
|
|
6.3
|
|
|
0.6
|
%
|
|
(12.8
|
)
|
|
(0.3
|
)%
|
|
0.7
|
|
|
0.0
|
%
|
||||
Income before income taxes
|
$
|
95.3
|
|
|
6.0
|
%
|
|
$
|
13.6
|
|
|
1.2
|
%
|
|
$
|
132.4
|
|
|
3.5
|
%
|
|
$
|
0.5
|
|
|
0.0
|
%
|
Provision for income taxes
|
(38.8
|
)
|
|
(2.4
|
)%
|
|
(6.2
|
)
|
|
(0.6
|
)%
|
|
(54.3
|
)
|
|
(1.4
|
)%
|
|
(3.3
|
)
|
|
(0.1
|
)%
|
||||
Net income (loss)
|
$
|
56.5
|
|
|
3.6
|
%
|
|
$
|
7.4
|
|
|
0.7
|
%
|
|
$
|
78.1
|
|
|
2.1
|
%
|
|
$
|
(2.8
|
)
|
|
(0.1
|
)%
|
Net income (loss) attributable to non-controlling interests
|
0.3
|
|
|
0.0
|
%
|
|
(0.2
|
)
|
|
(0.0
|
)%
|
|
0.4
|
|
|
0.0
|
%
|
|
(0.5
|
)
|
|
(0.0
|
)%
|
||||
Net income (loss) attributable to MasTec, Inc.
|
$
|
56.3
|
|
|
3.5
|
%
|
|
$
|
7.6
|
|
|
0.7
|
%
|
|
$
|
77.7
|
|
|
2.0
|
%
|
|
$
|
(2.3
|
)
|
|
(0.1
|
)%
|
|
Revenue
|
|
EBITDA and EBITDA Margin
|
||||||||||||||||||||||||||||||||||||||||
|
For the Three Months Ended September 30,
|
|
For the Nine Months Ended September 30,
|
|
For the Three Months Ended
September 30, |
|
For the Nine Months Ended
September 30,
|
||||||||||||||||||||||||||||||||||||
Reportable Segment:
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||||||||||||||||||||||
Communications
|
$
|
624.3
|
|
|
$
|
513.3
|
|
|
$
|
1,728.0
|
|
|
$
|
1,452.1
|
|
|
$
|
62.8
|
|
|
10.1
|
%
|
|
$
|
49.7
|
|
|
9.7
|
%
|
|
$
|
190.9
|
|
|
11.0
|
%
|
|
$
|
141.8
|
|
|
9.8
|
%
|
Oil and Gas
|
736.0
|
|
|
406.9
|
|
|
1,454.3
|
|
|
1,144.2
|
|
|
117.8
|
|
|
16.0
|
%
|
|
51.0
|
|
|
12.5
|
%
|
|
187.6
|
|
|
12.9
|
%
|
|
113.9
|
|
|
10.0
|
%
|
||||||||
Electrical Transmission
|
101.7
|
|
|
75.9
|
|
|
283.6
|
|
|
270.2
|
|
|
(8.3
|
)
|
|
(8.1
|
)%
|
|
(23.7
|
)
|
|
(31.2
|
)%
|
|
(42.0
|
)
|
|
(14.8
|
)%
|
|
(47.6
|
)
|
|
(17.6
|
)%
|
||||||||
Power Generation and Industrial
|
123.6
|
|
|
115.0
|
|
|
324.7
|
|
|
302.3
|
|
|
6.1
|
|
|
4.9
|
%
|
|
4.8
|
|
|
4.2
|
%
|
|
13.8
|
|
|
4.3
|
%
|
|
3.9
|
|
|
1.3
|
%
|
||||||||
Other
|
7.6
|
|
|
3.8
|
|
|
14.9
|
|
|
17.2
|
|
|
(3.1
|
)
|
|
(40.6
|
)%
|
|
(2.0
|
)
|
|
(51.9
|
)%
|
|
(2.6
|
)
|
|
(17.4
|
)%
|
|
(7.1
|
)
|
|
(41.2
|
)%
|
||||||||
Eliminations
|
(7.0
|
)
|
|
(3.9
|
)
|
|
(12.7
|
)
|
|
(5.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Corporate
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(24.3
|
)
|
|
NA
|
|
(12.0
|
)
|
|
NA
|
|
(55.1
|
)
|
|
NA
|
|
(40.5
|
)
|
|
NA
|
||||||||||||
Consolidated Results
|
$
|
1,586.2
|
|
|
$
|
1,111.0
|
|
|
$
|
3,792.8
|
|
|
$
|
3,180.9
|
|
|
$
|
151.0
|
|
|
9.5
|
%
|
|
$
|
67.8
|
|
|
6.1
|
%
|
|
$
|
292.6
|
|
|
7.7
|
%
|
|
$
|
164.4
|
|
|
5.2
|
%
|
|
For the Three Months Ended
September 30, |
|
For the Nine Months Ended
September 30,
|
||||||||||||||||||||||||
EBITDA Reconciliation:
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||||||||||||||
Net income (loss)
|
$
|
56.5
|
|
|
3.6
|
%
|
|
$
|
7.4
|
|
|
0.7
|
%
|
|
$
|
78.1
|
|
|
2.1
|
%
|
|
$
|
(2.8
|
)
|
|
(0.1
|
)%
|
Interest expense, net
|
13.1
|
|
|
0.8
|
%
|
|
12.0
|
|
|
1.1
|
%
|
|
37.9
|
|
|
1.0
|
%
|
|
35.8
|
|
|
1.1
|
%
|
||||
Provision for income taxes
|
38.8
|
|
|
2.4
|
%
|
|
6.2
|
|
|
0.6
|
%
|
|
54.3
|
|
|
1.4
|
%
|
|
3.3
|
|
|
0.1
|
%
|
||||
Depreciation and amortization
|
42.6
|
|
|
2.7
|
%
|
|
42.2
|
|
|
3.8
|
%
|
|
122.2
|
|
|
3.2
|
%
|
|
128.0
|
|
|
4.0
|
%
|
||||
EBITDA
|
$
|
151.0
|
|
|
9.5
|
%
|
|
$
|
67.8
|
|
|
6.1
|
%
|
|
$
|
292.6
|
|
|
7.7
|
%
|
|
$
|
164.4
|
|
|
5.2
|
%
|
Non-cash stock-based compensation expense
|
3.9
|
|
|
0.2
|
%
|
|
3.2
|
|
|
0.3
|
%
|
|
11.3
|
|
|
0.3
|
%
|
|
9.5
|
|
|
0.3
|
%
|
||||
Restructuring charges
|
4.7
|
|
|
0.3
|
%
|
|
—
|
|
|
—
|
|
|
13.8
|
|
|
0.4
|
%
|
|
—
|
|
|
—
|
|
||||
Acquisition integration costs
|
—
|
|
|
—
|
|
|
1.2
|
|
|
0.1
|
%
|
|
—
|
|
|
—
|
|
|
17.8
|
|
|
0.6
|
%
|
||||
Audit Committee investigation related costs
|
—
|
|
|
—
|
|
|
4.1
|
|
|
0.4
|
%
|
|
—
|
|
|
—
|
|
|
13.7
|
|
|
0.4
|
%
|
||||
Losses on non-controlled joint venture
|
5.1
|
|
|
0.3
|
%
|
|
2.8
|
|
|
0.3
|
%
|
|
5.1
|
|
|
0.1
|
%
|
|
8.3
|
|
|
0.3
|
%
|
||||
Court mandated mediation settlement
|
—
|
|
|
—
|
|
|
12.2
|
|
|
1.1
|
%
|
|
—
|
|
|
—
|
|
|
12.2
|
|
|
0.4
|
%
|
||||
Adjusted EBITDA
|
$
|
164.8
|
|
|
10.4
|
%
|
|
$
|
91.1
|
|
|
8.2
|
%
|
|
$
|
322.8
|
|
|
8.5
|
%
|
|
$
|
225.9
|
|
|
7.1
|
%
|
|
For the Three Months Ended September 30,
|
|
For the Nine Months Ended September 30,
|
||||||||||||||||||||||||
Reportable Segment:
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||||||||||||||
Communications
|
$
|
63.0
|
|
|
10.1
|
%
|
|
$
|
51.0
|
|
|
9.9
|
%
|
|
$
|
191.4
|
|
|
11.1
|
%
|
|
$
|
160.0
|
|
|
11.0
|
%
|
Oil and Gas
|
118.0
|
|
|
16.0
|
%
|
|
51.0
|
|
|
12.5
|
%
|
|
194.1
|
|
|
13.3
|
%
|
|
113.9
|
|
|
10.0
|
%
|
||||
Electrical Transmission
|
(3.8
|
)
|
|
(3.7
|
)%
|
|
(11.6
|
)
|
|
(15.2
|
)%
|
|
(34.7
|
)
|
|
(12.2
|
)%
|
|
(35.4
|
)
|
|
(13.1
|
)%
|
||||
Power Generation and Industrial
|
6.1
|
|
|
4.9
|
%
|
|
4.8
|
|
|
4.2
|
%
|
|
13.9
|
|
|
4.3
|
%
|
|
3.9
|
|
|
1.3
|
%
|
||||
Other
|
2.1
|
|
|
27.2
|
%
|
|
0.8
|
|
|
21.4
|
%
|
|
2.6
|
|
|
17.2
|
%
|
|
1.2
|
|
|
6.8
|
%
|
||||
Corporate
|
(20.6
|
)
|
|
NA
|
|
(4.9
|
)
|
|
NA
|
|
(44.4
|
)
|
|
NA
|
|
(17.7
|
)
|
|
NA
|
||||||||
Adjusted EBITDA
|
$
|
164.8
|
|
|
10.4
|
%
|
|
$
|
91.1
|
|
|
8.2
|
%
|
|
$
|
322.8
|
|
|
8.5
|
%
|
|
$
|
225.9
|
|
|
7.1
|
%
|
Non-cash stock-based compensation expense
|
3.9
|
|
|
0.2
|
%
|
|
3.2
|
|
|
0.3
|
%
|
|
11.3
|
|
|
0.3
|
%
|
|
9.5
|
|
|
0.3
|
%
|
||||
Restructuring charges
|
4.7
|
|
|
0.3
|
%
|
|
—
|
|
|
—
|
|
|
13.8
|
|
|
0.4
|
%
|
|
—
|
|
|
—
|
|
||||
Acquisition integration costs
|
—
|
|
|
—
|
|
|
1.2
|
|
|
0.1
|
%
|
|
—
|
|
|
—
|
|
|
17.8
|
|
|
0.6
|
%
|
||||
Audit Committee investigation related costs
|
—
|
|
|
—
|
|
|
4.1
|
|
|
0.4
|
%
|
|
—
|
|
|
—
|
|
|
13.7
|
|
|
0.4
|
%
|
||||
Losses on non-controlled joint venture
|
5.1
|
|
|
0.3
|
%
|
|
2.8
|
|
|
0.3
|
%
|
|
5.1
|
|
|
0.1
|
%
|
|
8.3
|
|
|
0.3
|
%
|
||||
Court mandated mediation settlement
|
—
|
|
|
—
|
|
|
12.2
|
|
|
1.1
|
%
|
|
—
|
|
|
—
|
|
|
12.2
|
|
|
0.4
|
%
|
||||
EBITDA
|
$
|
151.0
|
|
|
9.5
|
%
|
|
$
|
67.8
|
|
|
6.1
|
%
|
|
$
|
292.6
|
|
|
7.7
|
%
|
|
$
|
164.4
|
|
|
5.2
|
%
|
(a)
|
Non-cash EBITDA adjustments include depreciation and amortization and non-cash stock-based compensation expense.
|
|
For the Three Months Ended September 30,
|
||||||||||||||||||||||||||||||
|
2016
|
|
2015
|
||||||||||||||||||||||||||||
|
Income Before Income Taxes (in millions)
|
|
Provision for Income Taxes
(a)
(in millions)
|
|
Net Income
(in millions) |
|
Diluted Earnings Per Share
(b)
|
|
Income Before Income Taxes (in millions)
|
|
Provision for Income Taxes
(a)
(in millions)
|
|
Net Income (Loss)
(in millions) |
|
Diluted (Loss) Earnings Per Share
(b)
|
||||||||||||||||
Reported U.S. GAAP measure
|
$
|
95.3
|
|
|
$
|
(38.8
|
)
|
|
$
|
56.5
|
|
|
$
|
0.69
|
|
|
$
|
13.6
|
|
|
$
|
(6.2
|
)
|
|
$
|
7.4
|
|
|
$
|
0.09
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Non-cash stock-based compensation expense
|
3.9
|
|
|
(1.2
|
)
|
|
2.7
|
|
|
0.03
|
|
|
3.2
|
|
|
(1.4
|
)
|
|
1.8
|
|
|
0.02
|
|
||||||||
Restructuring charges
|
4.7
|
|
|
(1.5
|
)
|
|
3.2
|
|
|
0.04
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Acquisition integration costs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.2
|
|
|
(0.5
|
)
|
|
0.7
|
|
|
0.01
|
|
||||||||
Audit Committee investigation related costs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.1
|
|
|
(1.8
|
)
|
|
2.3
|
|
|
0.03
|
|
||||||||
Losses on non-controlled joint venture
|
5.1
|
|
|
(1.3
|
)
|
|
3.9
|
|
|
0.05
|
|
|
2.8
|
|
|
(1.2
|
)
|
|
1.6
|
|
|
0.02
|
|
||||||||
Impact of Alberta tax law change
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|
(0.2
|
)
|
|
(0.00
|
)
|
||||||||
Court mandated mediation settlement
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12.2
|
|
|
(5.4
|
)
|
|
6.8
|
|
|
0.08
|
|
||||||||
Adjusted non-U.S. GAAP measure
|
$
|
109.1
|
|
|
$
|
(42.8
|
)
|
|
$
|
66.3
|
|
|
$
|
0.81
|
|
|
$
|
37.0
|
|
|
$
|
(16.6
|
)
|
|
$
|
20.4
|
|
|
$
|
0.26
|
|
|
For the Nine Months Ended September 30,
|
||||||||||||||||||||||||||||||
|
2016
|
|
2015
|
||||||||||||||||||||||||||||
|
Income Before Income Taxes (in millions)
|
|
Provision for Income Taxes
(a)
(in millions)
|
|
Net Income
(in millions) |
|
Diluted Earnings Per Share
(b)
|
|
Income Before Income Taxes (in millions)
|
|
Provision for Income Taxes
(a)
(in millions)
|
|
Net (Loss) Income
(in millions) |
|
Diluted (Loss) Earnings Per Share
(b)(c)
|
||||||||||||||||
Reported U.S. GAAP measure
|
$
|
132.4
|
|
|
$
|
(54.3
|
)
|
|
$
|
78.1
|
|
|
$
|
0.96
|
|
|
$
|
0.5
|
|
|
$
|
(3.3
|
)
|
|
$
|
(2.8
|
)
|
|
$
|
(0.03
|
)
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Non-cash stock-based compensation expense
|
11.3
|
|
|
(4.2
|
)
|
|
7.1
|
|
|
0.09
|
|
|
9.5
|
|
|
(4.2
|
)
|
|
5.3
|
|
|
0.06
|
|
||||||||
Restructuring charges
|
13.8
|
|
|
(5.1
|
)
|
|
8.7
|
|
|
0.11
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Acquisition integration costs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17.8
|
|
|
(7.9
|
)
|
|
9.9
|
|
|
0.12
|
|
||||||||
Audit Committee investigation related costs
(d)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14.6
|
|
|
(6.5
|
)
|
|
8.1
|
|
|
0.10
|
|
||||||||
Losses on non-controlled joint venture
|
5.1
|
|
|
(1.3
|
)
|
|
3.9
|
|
|
0.05
|
|
|
8.3
|
|
|
(3.7
|
)
|
|
4.6
|
|
|
0.06
|
|
||||||||
Impact of Alberta tax law change
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.6
|
|
|
2.6
|
|
|
0.03
|
|
||||||||
Court mandated mediation settlement
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12.2
|
|
|
(5.4
|
)
|
|
6.8
|
|
|
0.08
|
|
||||||||
Adjusted non-U.S. GAAP measure
|
$
|
162.7
|
|
|
$
|
(64.9
|
)
|
|
$
|
97.7
|
|
|
$
|
1.20
|
|
|
$
|
62.8
|
|
|
$
|
(28.3
|
)
|
|
$
|
34.6
|
|
|
$
|
0.43
|
|
(a)
|
Represents the provision for income taxes, before and after adjustment for the tax effects of the adjusted items in the table above. The tax effects of the adjusted items were determined based on the tax treatment of the related items and after taking into consideration their effect on pre-tax income. For both the
three
and
nine
month periods ended
September 30, 2016
, our consolidated effective tax rates as reported were
41%
, and as adjusted, were
39%
and
40%
, respectively. For the
three
and
nine
month periods ended
September 30, 2015
, our consolidated effective tax rates as reported were
45%
and
630%
, respectively, and, as adjusted, were each
45%
.
|
(b)
|
Adjusted diluted earnings per share includes a per share tax effect of
$0.05
and
$0.13
for the
three
and
nine
month periods ended
September 30, 2016
, respectively, and a per share tax effect of
$0.13
and
$0.31
for the three and
nine
month periods ended
September 30, 2015
, respectively, related to the adjustments presented above.
|
(c)
|
For nine month periods ended
September 30, 2015
, because the reported loss from continuing operations, on an adjusted basis is income from continuing operations, we included an additional
0.6 million
weighted average common stock equivalents in our diluted share count to calculate adjusted diluted earnings per share for the respective periods.
|
(d)
|
Audit Committee investigation related costs for the nine month period ended
September 30, 2015
includes $0.9 million, pre-tax, and $0.5 million, after tax, of consent solicitation agent fees recorded within interest expense, net, related to the delay in filing of our 2014 Form 10-K and our first quarter 2015 Form 10-Q.
|
|
For the Nine Months Ended September 30,
|
||||||
|
2016
|
|
2015
|
||||
Net cash provided by operating activities
|
$
|
127.1
|
|
|
$
|
260.6
|
|
Net cash used in investing activities
|
$
|
(94.1
|
)
|
|
$
|
(170.5
|
)
|
Net cash used in financing activities
|
$
|
(27.6
|
)
|
|
$
|
(107.2
|
)
|
Item 4.
|
CONTROLS AND PROCEDURES
|
ITEM 1.
|
LEGAL PROCEEDINGS
|
Period
|
|
Total Number of Shares Purchased
(a)
|
|
Average Price Paid per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Program
(b)
|
|
Approximate Dollar Value of Shares that May Yet be Purchased under the Program
|
|
||||||
July 1 through July 31
|
|
31,061
|
|
|
$
|
24.72
|
|
|
—
|
|
|
$
|
100,000,000
|
|
|
August 1 through August 31
|
|
603
|
|
|
$
|
30.58
|
|
|
—
|
|
|
$
|
100,000,000
|
|
|
September 1 through September 30
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
100,000,000
|
|
|
Total
|
|
31,664
|
|
|
|
|
—
|
|
|
|
|
(a)
|
Reflects share repurchases associated with certain employee elections under compensation and benefit programs.
|
(b)
|
No shares were purchased for the three months ended
September 30, 2016
under the Company’s publicly announced $100 million 2016 Share Repurchase Program.
|
Exhibit No.
|
|
Description
|
4.1*
|
|
Fifteenth Supplemental Indenture, dated as of September 1, 2016, by and among MasTec, Inc., the new guarantor party thereto and U.S. Bank National Association, as trustee.
|
12.1*
|
|
Computation of Ratio of Earnings to Fixed Charges
|
31.1*
|
|
Certifications required by Section 302(a) of the Sarbanes-Oxley Act of 2002
|
31.2*
|
|
Certifications required by Section 302(a) of the Sarbanes-Oxley Act of 2002
|
32.1**
|
|
Certifications required by Section 906 of the Sarbanes-Oxley Act of 2002
|
32.2**
|
|
Certifications required by Section 906 of the Sarbanes-Oxley Act of 2002
|
101.INS*
|
|
XBRL Instance Document
|
101.SCH*
|
|
XBRL Taxonomy Extension Schema
|
101.CAL*
|
|
XBRL Taxonomy Extension Calculation Linkbase
|
101.DEF*
|
|
XBRL Taxonomy Extension Definition Linkbase
|
101.LAB*
|
|
XBRL Taxonomy Extension Label Linkbase
|
101.PRE*
|
|
XBRL Taxonomy Extension Presentation Linkbase
|
*
|
Filed herewith.
|
**
|
Furnished herewith.
|
|
|
MASTEC, INC.
|
Date:
|
November 3, 2016
|
|
|
|
/s/
JOSÉ R. MAS
|
|
|
José R. Mas
|
|
|
Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
|
|
|
|
|
/s/
GEORGE L. PITA
|
|
|
George L. Pita
|
|
|
Chief Financial Officer
|
|
|
(Principal Financial and Accounting Officer)
|
Exhibit No.
|
|
Description
|
4.1*
|
|
Fifteenth Supplemental Indenture, dated as of September 1, 2016, by and among MasTec, Inc., the new guarantor party thereto and U.S. Bank National Association, as trustee.
|
12.1*
|
|
Computation of Ratio of Earnings to Fixed Charges
|
31.1*
|
|
Certifications required by Section 302(a) of the Sarbanes-Oxley Act of 2002
|
31.2*
|
|
Certifications required by Section 302(a) of the Sarbanes-Oxley Act of 2002
|
32.1**
|
|
Certifications required by Section 906 of the Sarbanes-Oxley Act of 2002
|
32.2**
|
|
Certifications required by Section 906 of the Sarbanes-Oxley Act of 2002
|
101.INS*
|
|
XBRL Instance Document
|
101.SCH*
|
|
XBRL Taxonomy Extension Schema
|
101.CAL*
|
|
XBRL Taxonomy Extension Calculation Linkbase
|
101.DEF*
|
|
XBRL Taxonomy Extension Definition Linkbase
|
101.LAB*
|
|
XBRL Taxonomy Extension Label Linkbase
|
101.PRE*
|
|
XBRL Taxonomy Extension Presentation Linkbase
|
*
|
Filed herewith.
|
**
|
Furnished herewith.
|
1.
|
Defined Terms
. Defined terms used herein without definition shall have the meanings assigned to them in the Indenture.
|
2.
|
Agreement to Guarantee
. The New Guarantor hereby agrees, jointly and severally with all existing guarantors (if any), to (i) provide an unconditional guarantee on the terms and subject to the conditions set forth in (A) Article Seventeen of the Indenture and (B) Article Eleven of the Fifth Supplemental Indenture and (ii) be bound by all other applicable provisions of the Indenture applicable to a Subsidiary Guarantor and to perform all of the obligations and agreements of a Subsidiary Guarantor under the Indenture.
|
3.
|
No Recourse against Others
. No recourse for the payment of the principal of, premium, if any, or interest on any of the notes or for any claim based thereon or otherwise in respect thereof, and no recourse under or upon any obligation, covenant or agreement of any obligor in this Indenture, or in any of the Notes or Guarantees or because of the creation of any Indebtedness represented thereby, shall be had against any incorporator, stockholder, officer, director, employee or controlling person of the Company or of any Subsidiary or of any successor Person thereof. Each Holder, by accepting the Notes, waives and releases all such liability. The waiver and release are part of the consideration for the issuance of the Notes. Such waiver may not be effective to waive liabilities under the federal securities laws.
|
4.
|
Notices
. All notices or other communications to the New Guarantor shall be given as provided in Section 13.02 of the Fifth Supplemental Indenture.
|
5.
|
Ratification of Indenture; Supplemental Indentures Part of Indenture
. Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Supplemental Indenture shall form a part of the Indenture for all purposes, and every holder of Securities heretofore or hereafter authenticated and delivered shall be bound hereby.
|
6.
|
Governing Law
.
THIS SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
|
7.
|
Trustee Makes No Representation
. The Trustee makes no representation as to the validity or sufficiency of this Supplemental Indenture.
|
8.
|
Counterparts
. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement.
|
9.
|
Effect of Headings
. The Section headings herein are for convenience only and shall not effect the construction thereof.
|
|
For the Nine Months Ended September 30,
|
||||||
|
2016
|
|
2015
|
||||
Earnings:
|
|
|
|
||||
Income before income taxes
|
$
|
132,417
|
|
|
$
|
522
|
|
Add: Fixed charges
|
134,944
|
|
|
105,780
|
|
||
Less: Undistributed earnings (losses) from equity method investees
|
3,549
|
|
|
(3,594
|
)
|
||
Total earnings
|
$
|
263,812
|
|
|
$
|
109,896
|
|
Fixed charges:
|
|
|
|
||||
Interest expense
|
$
|
38,553
|
|
|
$
|
36,320
|
|
Estimate of interest expense within rental expense
|
96,391
|
|
|
69,460
|
|
||
Total fixed charges
|
$
|
134,944
|
|
|
$
|
105,780
|
|
Ratio of earnings to fixed charges
|
2.0
|
|
|
1.0
|
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this quarterly report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
November 3, 2016
|
|
|
|
|
|
|
/s
/ José R. Mas
|
|
|
José R. Mas
Chief Executive Officer
(Principal Executive Officer)
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this quarterly report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
November 3, 2016
|
|
|
|
|
|
|
/s/ George L. Pita
|
|
|
George L. Pita
Chief Financial Officer
(Principal Financial and Accounting Officer)
|
(1)
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date:
|
November 3, 2016
|
|
|
|
|
|
|
/s/ José R. Mas
|
|
|
José R. Mas
Chief Executive Officer
(Principal Executive Officer)
|
(1)
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date:
|
November 3, 2016
|
|
|
|
|
|
|
/s/ George L. Pita
|
|
|
George L. Pita
Chief Financial Officer
(Principal Financial and Accounting Officer)
|