Delaware
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001-13783
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76-0542208
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification Number)
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[ ] | 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) |
[ ]
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b))
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[ ]
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Pre-Commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c))
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Item 1.01.
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Entry into a Material Definitive Agreement.
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On August 16, 2012, Integrated Electrical Services, Inc., a Delaware corporation (the “Company” or “we”), and certain of its present and future subsidiaries and affiliates, entered into Amendment No. 1 to the Agreement of Indemnity (the “Amendment”) with Chartis Property Casualty Company, Chartis Insurance Company of Canada, American Home Assurance Company, Commerce and Industry Insurance Company, Granite State Insurance Company, Lexington Insurance Company, National Union Fire Insurance Company of Pittsburgh, Pa., New Hampshire Insurance Company and The Insurance Company of the State of Pennsylvania (collectively, with any and all of their affiliates, subsidiaries, successors and assigns, the “Surety”).
The Amendment memorialized the execution of a certain intercreditor agreement between the Surety and Wells Fargo, National Association.
The Amendment is attached hereto as Exhibit 10.1 and is incorporated herein by reference. The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Amendment.
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Item 8.01.
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Other Events.
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On August 9, 2012, the Company entered into a Credit and Security Agreement for a $30,000,000 revolving credit facility (the “2012 Facility”) with Wells Fargo Bank, National Association. As previously disclosed in the Company's quarterly report on Form 10-Q for the quarter ended June 30, 2012, as a condition to the initial extension of credit under the 2012 Facility, the Company was required to deliver executed intercreditor agreements with each of the Company’s current sureties on or before August 17, 2012. As of August 16, 2012, the Company has delivered all required intercreditor agreements and has satisfied all conditions with respect to the initial extension of credit under the 2012 Facility.
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Item 9.01.
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Financial Statements and Exhibits.
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INTEGRATED ELECTRICAL SERVICES, INC. | |
Date: August 17, 2012 | /s/ William L. Fiedler |
William L. Fiedler | |
Senior Vice President and General Counsel |
Exhibit No. | Description | |
10.1
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Amendment No. 1 to Agreement of Indemnity, dated August 16, 2012, between Integrated Electrical Services, Inc. and certain of its present and future subsidiaries and affiliates and Chartis Property Casualty Company, Chartis Insurance Company of Canada, American Home Assurance Company, Commerce and Industry Insurance Company, Granite State Insurance Company, Lexington Insurance Company, National Union Fire Insurance Company of Pittsburgh, Pa., New Hampshire Insurance Company and The Insurance Company of the State of Pennsylvania, and any and all of their affiliates, subsidiaries, successors and assigns
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INDEMNITORS and PRINCIPAL:
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INTEGRATED ELECTRICAL SERVICES, INC.
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Attest:
/s/ William L. Fiedler
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By:
/s/ Robert W. Lewey
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(Please Print or Type Name and Title Below)
William L. Fiedler, Secretary
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(Please Print or Type Name and Title Below)
Robert W. Lewey, Senior Vice President
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IES RESIDENTIAL, INC.
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IES COMMERCIAL, INC.
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IES COMMERCIAL & INDUSTRIAL, LLC
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IES PROPERTIES, INC.
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IES TANGIBLE PROPERTIES, INC.
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IES PURCHASING & MATERIALS, INC.
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IES CONSOLIDATION, LLC
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IES SHARED SERVICES, INC.
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IES OPERATIONS GROUP, INC.
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ICS HOLDINGS LLC
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INTEGRATED ELECTRICAL FINANCE, INC.
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KEY ELECTRICAL SUPPLY, INC.
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THOMAS POPP & COMPANY
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Attest:
/s/ William L. Fiedler
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By:
/s/ Robert W. Lewey
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(Please Print or Type Name and Title Below)
William L. Fiedler, Secretary
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(Please Print or Type Name and Title Below)
Robert W. Lewey, Vice President
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IES MANAGEMENT ROO, LP
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By: IES OPERATIONS GROUP, INC.
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Its General Partner
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Attest:
/s/ William L. Fiedler
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By:
/s/ Robert W. Lewey
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(Please Print or Type Name and Title Below)
William L. Fiedler, Secretary
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(Please Print or Type Name and Title Below)
Robert W. Lewey, Vice President
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IES MANAGEMENT LP
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By: INTEGRATED ELECTRICAL FINANCE, INC.
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Its General Partner
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Attest:
/s/ William L. Fiedler
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By:
/s/ Robert W. Lewey
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(Please Print or Type Name and Title Below)
William L. Fiedler, Secretary
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(Please Print or Type Name and Title Below)
Robert W. Lewey, Vice President
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STATE OF TEXAS
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COUNTY OF HARRIS
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Notary Public | ||
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Commission Expires |
STATE OF TEXAS
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COUNTY OF HARRIS
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Notary Public | ||
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Commission Expires |
STATE OF TEXAS
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COUNTY OF HARRIS
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Notary Public | ||
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Commission Expires |
STATE OF TEXAS
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COUNTY OF HARRIS
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Indemnitor
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Employer Identification Number
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Address
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IES Commercial, Inc.
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16-1664197
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Commercial & Industrial, LLC | 45-2010815 |
5433 Westheimer, Suite 500
Houston, TX 77027
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IES Consolidation LLC
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26-0733980
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5433 Westheimer, Suite 500
Houston, TX 77027
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ICS Holdings LLC
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04-3781605
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Management, LP
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76-0569183
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Management ROO, LP
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52-2114914
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Properties Inc.
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76-0699590
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Purchasing & Materials, Inc.
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26-0655043
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Residential, Inc.
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74-1774028
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Shared Services, Inc.
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26-0655112
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Tangible Properties, Inc.
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26-0656949
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5433 Westheimer, Suite 500
Houston, TX 77027
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Integrated Electrical Finance, Inc.
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76-0559059
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5433 Westheimer, Suite 500
Houston, TX 77027
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Integrated Electrical Services, Inc.
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76-0542208
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5433 Westheimer, Suite 500
Houston, TX 77027
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Key Electrical Supply, Inc.
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76-0285442
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Operations Group, Inc.
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52-2110684
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5433 Westheimer, Suite 500
Houston, TX 77027
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Thomas Popp & Company
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31-1112666
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5433 Westheimer, Suite 500
Houston, TX 77027
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Indemnitor
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Employer Identification Number
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Address
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IES Commercial, Inc.
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16-1664197
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Commercial & Industrial, LLC | 45-2010815 |
5433 Westheimer, Suite 500
Houston, TX 77027
|
IES Consolidation LLC
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26-0733980
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5433 Westheimer, Suite 500
Houston, TX 77027
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ICS Holdings LLC
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04-3781605
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Management, LP
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76-0569183
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Management ROO, LP
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52-2114914
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Properties Inc.
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76-0699590
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Purchasing & Materials, Inc.
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26-0655043
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Residential, Inc.
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74-1774028
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Shared Services, Inc.
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26-0655112
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Tangible Properties, Inc.
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26-0656949
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5433 Westheimer, Suite 500
Houston, TX 77027
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Integrated Electrical Finance, Inc.
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76-0559059
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5433 Westheimer, Suite 500
Houston, TX 77027
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Integrated Electrical Services, Inc.
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76-0542208
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5433 Westheimer, Suite 500
Houston, TX 77027
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Key Electrical Supply, Inc.
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76-0285442
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5433 Westheimer, Suite 500
Houston, TX 77027
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IES Operations Group, Inc.
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52-2110684
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5433 Westheimer, Suite 500
Houston, TX 77027
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Thomas Popp & Company
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31-1112666
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5433 Westheimer, Suite 500
Houston, TX 77027
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/s/ William L. Fiedler | ||
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William L. Fiedler, Secretary
IES Residential, Inc.
IES Commercial, Inc.
IES Commercial & Industrial, LLC
IES Properties, Inc.
IES Tangible Properties, Inc.
IES Purchasing & Materials, Inc.
IES Consolidation, LLC
IES Shared Services, Inc.
IES Operations Group, Inc.
ICS Holdings LLC
Integrated Electrical Finance, Inc.
Key Electrical Supply, Inc.
Thomas Popp & Company, Inc.
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/s/ William L. Fiedler | ||
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William L. Fiedler, Secretary
Integrated Electrical Services, Inc.
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