Schedule 13D/A for Aquila, Inc. and Quanta Services, Inc.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D/A
Under the Securities Exchange Act of 1934
(Amendment No.30)
Quanta Services, Inc.
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(Name of Issuer)
Common Stock, $0.00001 par value
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(Title of Class of Securities)
74762E102
(CUSIP Number)
Leslie J. Parrette, Jr., Senior Vice President, General Counsel and Corporate Secretary
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Aquila, Inc. (formerly, UtiliCorp United Inc.)
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20 West Ninth Street, Kansas City, Missouri 64105 (816) 421-6600
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 2, 2002
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f), or 13d-1(g), check the following
box.
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See ss. 240.13d-7(b) for other
parties to whom copies are to be sent.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
CUSIP No. 74762E102
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1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities
only)
Aquila, Inc. (formerly, UtiliCorp United Inc.) #440541877
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP'
(See Instructions) (a) (b) X
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3 SEC USE ONLY
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4 SOURCE OF FUNDS (See Instructions)
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5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
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6 CITIZENSHIP OR PLACE OR ORGANIZATION
Delaware
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NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED
BY EACH REPORTING 11,631,579
PERSON WITH
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8 SHARED VOTING POWER
None*
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9 SOLE DISPOSITIVE POWER
11,631,579
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10 SHARED DISPOSITIVE POWER
None
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,631,579
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES (See Instructions)
X
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13.57%**
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14 TYPE OF REPORTING PERSON (See Instructions)
CO
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* This representation is qualified by the fact that, as described in Item 4
of the Schedule 13D, originally filed on October 4, 1999, Aquila has the
ability to vote or direct the vote of the shares subject to the
Stockholder's Voting Agreements only in two limited, tax-related
circumstances. Aquila expressly disclaims beneficial ownership to any
shares of Common Stock that are subject to the Stockholder's Voting
Agreements.
** The percentage reflected in row 13 above is obtained by using 85,691,444
shares as the denominator (in accordance with Rule 13d-3(d)(1)(i)(B)). This
denominator includes: (a) 68,466,639 shares of Issuer's issued and
outstanding Common Stock (as indicated as outstanding as of October 31,
2002 in Issuer's Form 10-Q filed on November 14, 2002), (b) 1,190,000
shares of Common Stock which Aquila converted from 238,000 shares of
Issuer's Series A Convertible Preferred Stock; (c) 11,337,905 shares of
Common Stock into which Issuer's Series A Convertible Preferred Stock held
by Aquila is convertible, and (d) 4,696,900 shares of Common Stock into
which Issuer's Series A Convertible Preferred Stock held by First Reserve
Fund IX L.P. is convertible. Also note that the percentage of Common Stock
owned by Aquila on a partially diluted basis is approximately
2
12.97%. This percentage is obtained by using 89,938,590 shares as the
denominator, which includes (a) the 85,691,444 shares discussed above, (b)
1,083,750 shares of Limited Vote Common Stock (as indicated as outstanding
as of October 31, 2002 in Issuer's Form 10-Q filed on November 14, 2002),
and (c) 3,163,396 shares of Common Stock into which the Issuer's
Convertible Subordinated Notes can be converted (as indicated in the
Issuer's Form 10-Q filed on November 14, 2002). Aquila's ownership can be
further diluted by (x) other classes of Issuer's securities that can be
converted into Common Stock and (y) shares of Common Stock issuable under
Issuer's Stock Option Plan.
3
AMENDMENT NO. 30 TO
STATEMENT ON SCHEDULE 13D
INTRODUCTION
All information herein with respect to Aquila, Inc. (formerly known as
UtiliCorp United Inc.), a Delaware corporation ("Reporting Person" or "Aquila"),
and the common stock, par value $0.00001 per share (the "Common Stock"), of
Quanta Services, Inc., a Delaware corporation ("Issuer" or "Quanta"), is correct
to the best knowledge and belief of Aquila. The Schedule 13D originally filed on
October 4, 1999 on behalf of Aquila (the "Original Schedule 13D") and
twenty-nine amendments thereto filed on October 8, 1999, October 14, 1999,
October 20, 1999, October 26, 1999, November 9, 1999, January 13, 2000, April
27, 2000, May 25, 2000, June 20, 2000, July 17, 2000, May 23, 2001, October 1,
2001, October 4, 2001, October 11, 2001, October 19, 2001, October 30, 2001,
November 13, 2001, November 28, 2001, February 8, 2002, February 25, 2002, March
7, 2002, March 12, 2002, March 21, 2002, March 26, 2002, May 22, 2002, July 31,
2002, August 27, 2002 and October 17, 2002 respectively, on behalf of Aquila are
incorporated by reference and amended as follows.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
On November 25, 2002, Aquila instructed the Issuer to convert
238,000 shares of the Issuer's Series A Convertible Preferred Stock owned by
Aquila into 1,190,000 shares of Common Stock. Between November 25, 2002 and
December 3, 2002, 2002, Aquila sold 1,190,000 shares of Common Stock through its
broker UBS PaineWebber on the open market for aggregate sale proceeds of
$4,311,975, net of commission and/or fees. The details of these sales are as
follows:
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Trade Date Shares Sold Average Price
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11/25/2002 248,500 $3.72
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11/26/2002 189,100 $3.63
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11/27/2002 308,500 $3.59
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12/02/2002 118,000 $3.76
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12/03/2002 325,900 $3.71
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The shares of Common Stock that were sold as indicated above
represent 1.39% of Issuer's outstanding securities (calculated in accordance
with Rule 13d-3(d)(1)(i)(B)), or 1.32% on a partially diluted basis. In the
aggregate, Aquila beneficially owns 11,631,579 shares of Issuer's Common Stock,
which represent 13.57% of Issuer's outstanding securities (calculated in
accordance with Rule 13d-3(d)(1)(i)(B)), or 12.97% on a partially diluted basis.
4
SIGNATURE
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned hereby certifies that the information set forth in
this statement is true, complete and correct.
Dated: December 4, 2002 Aquila, Inc.
By: /s/ Leslie J. Parrette, Jr.
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Name: Leslie J. Parrette, Jr.
Title: Senior Vice President,
General Counsel and
Corporate Secretary