4.	ACQUISITIONS:

2013 Acquisitions

In July 2013, Quanta acquired an electric power infrastructure services company based in Ohio with operations primarily in the Midwest and along the East Coast of the United States and an energy infrastructure contractor that primarily provides pipeline construction and related services in Australia. The aggregate consideration paid for these two acquisitions consisted of approximately $123.8 million in cash, net of unrestricted cash acquired, and 763,272 shares of Quanta common stock valued at approximately $18.7 million. As these transactions were effective in July 2013, the results have been included in Quanta’s consolidated financial statements beginning in July 2013. These acquisitions should enable Quanta to further enhance its service offerings in certain regions of the United States and increase Quanta’s service capabilities in Australia.

In the first quarter of 2013, Quanta acquired a small electric power infrastructure services company. The results of operations related to this acquisition are not material and have been reflected in Quanta’s condensed consolidated financial statements beginning as of the date of the acquisition.

2012 Acquisitions

In the first and second quarters of 2012, Quanta acquired four businesses, which included one electric power infrastructure services company based in Canada, two electric power infrastructure services companies based in the United States and one natural gas and pipeline infrastructure services company based in the United States. These businesses have been reflected in Quanta’s consolidated financial statements as of their respective acquisition dates. The aggregate consideration for these acquisitions consisted of approximately $57.5 million in cash, 1,927,113 shares of Quanta common stock valued at approximately $37.3 million and the repayment of $11.0 million in debt. These acquisitions have allowed Quanta to further expand its capabilities and scope of services internationally and in the United States.

The following table summarizes the aggregate consideration paid through September 30, 2013 for the 2013 and 2012 acquisitions and presents the allocation of these amounts to the net tangible and identifiable intangible assets based on their estimated fair values as of the respective acquisition dates. This allocation requires a significant use of estimates and is based on information that was available to management at the time these consolidated financial statements were prepared (in thousands).


	2013			2012
Consideration:
Value of Quanta common stock issued	$	19,618		$	37,291
Cash paid		165,246			68,507

Fair value of total consideration transferred	$	184,864		$	105,798


Current assets	$	124,563		$	20,516
Property and equipment		14,221			18,821
Other assets		1,009			123
Identifiable intangible assets		25,934			17,931
Current liabilities		(93,026	)		(10,008	)
Deferred tax liabilities, net		(4,083	)		(6,173	)
Other long-term liabilities		(1,617	)		(191	)

Total identifiable net assets		67,001			41,019
Goodwill		117,863			64,779

	$	184,864		$	105,798

The fair value of current assets acquired in 2013 includes accounts receivable with a fair value of $38.2 million. The fair value of current assets acquired in 2012 included accounts receivable with a fair value of $15.3 million.

Goodwill represents the excess of the purchase price over the net amount of the fair values assigned to assets acquired and liabilities assumed. The 2013 and 2012 acquisitions strategically expanded Quanta’s Canadian and Australian service offerings and enhanced its domestic electric power and natural gas and oil pipeline service offerings, which Quanta believes contributes to the recognition of the goodwill. In connection with the 2013 acquisitions, goodwill of $76.8 million was recorded for reporting units included within Quanta’s electric power division and $41.1 million was recorded for reporting units included within Quanta’s natural gas and pipeline division at September 30, 2013. In connection with the 2012 acquisitions, goodwill of $57.5 million was recorded for reporting units included within Quanta’s electric power division and $7.3 million was recorded for reporting units included within Quanta’s natural gas and pipeline division at December 31, 2012. Goodwill of approximately $75.7 million and $52.9 million is expected to be deductible for income tax purposes related to the businesses acquired in 2013 and 2012.

The unaudited supplemental pro forma results of operations have been provided for illustrative purposes only and do not purport to be indicative of the actual results that would have been achieved by the combined companies for the periods presented or that may be achieved by the combined companies in the future. Future results may vary significantly from the results reflected in the following pro forma financial information because of future events and transactions, as well as other factors (in thousands, except per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2013		2012		2013		2012
Revenues	$	1,664,282	$	1,605,188	$	4,926,496	$	4,480,965
Gross profit	$	275,573	$	262,809	$	781,801	$	685,531
Selling, general and administrative expenses	$	126,012	$	118,924	$	367,893	$	332,163
Amortization of intangible assets	$	7,070	$	11,438	$	19,399	$	35,217
Net income from continuing operations	$	99,240	$	91,522	$	260,789	$	209,297
Net income from continuing operations attributable to common stock	$	93,738	$	87,064	$	246,022	$	196,293

Earnings per share from continuing operations attributable to common stock — basic and diluted	$	0.44	$	0.41	$	1.15	$	0.91

The pro forma combined results of operations for the three and nine months ended September 30, 2013 and 2012 have been prepared by adjusting the historical results of Quanta to include the historical results of the 2013 acquisitions as if they occurred January 1, 2012. The pro forma combined results of operations for the three and nine months ended September 30, 2012 have also been prepared by adjusting the historical results of Quanta to include the historical results of the 2012 acquisitions as if they occurred January 1, 2011. These pro forma combined historical results were then adjusted for the following: a reduction of interest expense and interest income as a result of the repayment of outstanding indebtedness, a reduction of interest income as a result of the cash consideration paid net of cash received, an increase in amortization expense due to the incremental intangible assets recorded related to the 2013 and 2012 acquisitions, an increase or decrease in depreciation expense within cost of services related to the net impact of adjusting acquired property and equipment to the acquisition date fair value and conforming depreciable lives with Quanta’s accounting policies, an increase in the number of outstanding shares of Quanta common stock and certain reclassifications to conform the acquired companies’ presentation to Quanta’s accounting policies. The pro forma results of operations do not include any adjustments to eliminate the impact of acquisition related costs or any cost savings or other synergies that may result from the acquisitions. As noted above, the pro forma results of operations do not purport to be indicative of the actual results that would have been achieved by the combined company for the periods presented or that may be achieved by the combined company in the future.

Revenues of approximately $83.5 million and income from continuing operations before income taxes of approximately $4.3 million are included in Quanta’s consolidated results of operations for the three and nine months ended September 30, 2013 related to the 2013 acquisitions following their respective dates of acquisition.