UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-Q

(Mark One)
☑     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2021March 31, 2022
OR
     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __ to __
Commission File Number 001-08106

mtz-20220331_g1.jpg
MasTec, Inc.
(Exact name of registrant as specified in its charter)
Florida65-0829355
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
800 S. Douglas Road, 12th Floor
Coral Gables,Florida33134
(Address of principal executive offices)(Zip Code)
(305) 599-1800
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbol(s)Name of each exchange on which registered
Common Stock, $0.10 Par ValueMTZNew York Stock Exchange

    Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes   No 
    Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes   No 
    Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company
    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   
    Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act.)    Yes    No 
    As of AugustMay 2, 2021,2022, MasTec, Inc. had 74,314,88775,899,836 shares of common stock outstanding.



MASTEC, INC.
FORM 10-Q
QUARTER ENDED JUNE 30, 2021MARCH 31, 2022

TABLE OF CONTENTS
 
Page
 
2


PART I.     FINANCIAL INFORMATION
ITEM 1.     FINANCIAL STATEMENTS

MASTEC, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited - in thousands, except per share amounts)
For the Three Months Ended June 30,For the Six Months Ended June 30,For the Three Months Ended March 31,
202120202021202020222021
RevenueRevenue$1,962,658 $1,569,297 $3,738,082 $2,985,901 Revenue$1,954,400 $1,775,424 
Costs of revenue, excluding depreciation and amortizationCosts of revenue, excluding depreciation and amortization1,675,232 1,341,825 3,189,091 2,568,122 Costs of revenue, excluding depreciation and amortization1,733,316 1,513,859 
DepreciationDepreciation87,501 57,687 166,766 110,776 Depreciation85,194 79,264 
Amortization of intangible assetsAmortization of intangible assets19,923 9,793 31,170 17,184 Amortization of intangible assets25,589 11,247 
General and administrative expensesGeneral and administrative expenses84,960 84,959 158,068 170,473 General and administrative expenses145,390 70,591 
Interest expense, netInterest expense, net13,829 14,808 26,288 31,812 Interest expense, net16,041 12,459 
Equity in earnings of unconsolidated affiliates, netEquity in earnings of unconsolidated affiliates, net(7,525)(6,813)(14,871)(14,647)Equity in earnings of unconsolidated affiliates, net(6,777)(7,346)
Other income, net(14,089)(10,527)(16,686)(11,869)
Income before income taxes$102,827 $77,565 $198,256 $114,050 
Provision for income taxes(27,062)(20,738)(56,379)(21,161)
Net income$75,765 $56,827 $141,877 $92,889 
Net income (loss) attributable to non-controlling interests314 (178)777 (346)
Net income attributable to MasTec, Inc.$75,451 $57,005 $141,100 $93,235 
Other expense (income), netOther expense (income), net3,754 (79)
(Loss) income before income taxes(Loss) income before income taxes$(48,107)$95,429 
Benefit from (provision for) income taxesBenefit from (provision for) income taxes13,148 (29,317)
Net (loss) incomeNet (loss) income$(34,959)$66,112 
Net income attributable to non-controlling interestsNet income attributable to non-controlling interests19 463 
Net (loss) income attributable to MasTec, Inc.Net (loss) income attributable to MasTec, Inc.$(34,978)$65,649 
Earnings per share (Note 2):
Basic earnings per share$1.04 $0.79 $1.95 $1.27 
(Loss) earnings per share (Note 2):(Loss) earnings per share (Note 2):
Basic (loss) earnings per shareBasic (loss) earnings per share$(0.47)$0.91 
Basic weighted average common shares outstandingBasic weighted average common shares outstanding72,501 72,045 72,470 73,392 Basic weighted average common shares outstanding74,789 72,439 
Diluted earnings per share$1.02 $0.78 $1.91 $1.26 
Diluted (loss) earnings per shareDiluted (loss) earnings per share$(0.47)$0.89 
Diluted weighted average common shares outstandingDiluted weighted average common shares outstanding73,976 72,777 73,913 74,135 Diluted weighted average common shares outstanding74,789 73,846 

The accompanying notes are an integral part of these consolidated financial statements.

3


MASTEC, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(unaudited - in thousands)
For the Three Months Ended June 30,For the Six Months Ended June 30,
2021202020212020
Net income$75,765 $56,827 $141,877 $92,889 
Other comprehensive (loss) income:
Foreign currency translation gains (losses), net of tax843 (840)1,214 (1,137)
Unrealized (losses) gains on investment activity, net of tax(3,465)(1,325)10,374 (24,286)
Comprehensive income$73,143 $54,662 $153,465 $67,466 
Comprehensive income (loss) attributable to non-controlling interests314 (178)777 (346)
Comprehensive income attributable to MasTec, Inc.$72,829 $54,840 $152,688 $67,812 
For the Three Months Ended March 31,
20222021
Net (loss) income$(34,959)$66,112 
Other comprehensive income:
Foreign currency translation gains, net of tax913 371 
Unrealized gains on investment activity, net of tax13,754 13,839 
Comprehensive (loss) income$(20,292)$80,322 
Comprehensive income attributable to non-controlling interests19 463 
Comprehensive (loss) income attributable to MasTec, Inc.$(20,311)$79,859 

The accompanying notes are an integral part of these consolidated financial statements.
4


MASTEC, INC.
CONSOLIDATED BALANCE SHEETS
 (unaudited - in thousands, except share information)
June 30,
2021
December 31,
2020
March 31,
2022
December 31,
2021
AssetsAssetsAssets
Current assets:Current assets:Current assets:
Cash and cash equivalentsCash and cash equivalents$237,271 $423,118 Cash and cash equivalents$233,133 $360,736 
Accounts receivable, net of allowanceAccounts receivable, net of allowance865,235 784,488 Accounts receivable, net of allowance902,477 1,019,324 
Contract assetsContract assets1,103,726 969,743 Contract assets1,324,300 1,227,927 
Inventories, netInventories, net87,355 89,645 Inventories, net101,420 92,595 
Prepaid expensesPrepaid expenses69,887 60,631 Prepaid expenses105,651 91,488 
Other current assetsOther current assets44,815 31,390 Other current assets117,297 81,884 
Total current assetsTotal current assets$2,408,289 $2,359,015 Total current assets$2,784,278 $2,873,954 
Property and equipment, netProperty and equipment, net1,101,234 982,328 Property and equipment, net1,484,677 1,436,087 
Operating lease assets215,554 176,573 
Operating lease right-of-use assetsOperating lease right-of-use assets262,848 260,410 
Goodwill, netGoodwill, net1,331,699 1,243,034 Goodwill, net1,504,341 1,520,575 
Other intangible assets, netOther intangible assets, net521,033 184,043 Other intangible assets, net692,989 670,280 
Other long-term assetsOther long-term assets323,819 282,856 Other long-term assets358,863 360,087 
Total assetsTotal assets$5,901,628 $5,227,849 Total assets$7,087,996 $7,121,393 
Liabilities and equityLiabilities and equityLiabilities and equity
Current liabilities:Current liabilities:Current liabilities:
Current portion of long-term debt, including finance leasesCurrent portion of long-term debt, including finance leases$163,116 $145,110 Current portion of long-term debt, including finance leases$133,963 $137,912 
Current portion of operating lease liabilitiesCurrent portion of operating lease liabilities85,573 72,481 Current portion of operating lease liabilities92,066 95,426 
Accounts payableAccounts payable629,910 571,269 Accounts payable704,313 663,063 
Accrued salaries and wagesAccrued salaries and wages210,561 135,316 Accrued salaries and wages229,493 203,141 
Other accrued expensesOther accrued expenses207,571 187,647 Other accrued expenses207,719 229,936 
Contract liabilitiesContract liabilities238,853 228,388 Contract liabilities298,347 313,965 
Other current liabilitiesOther current liabilities103,407 74,988 Other current liabilities200,136 141,155 
Total current liabilitiesTotal current liabilities$1,638,991 $1,415,199 Total current liabilities$1,866,037 $1,784,598 
Long-term debt, including finance leasesLong-term debt, including finance leases1,420,460 1,157,632 Long-term debt, including finance leases1,788,727 1,876,233 
Long-term operating lease liabilitiesLong-term operating lease liabilities142,777 116,506 Long-term operating lease liabilities181,712 176,378 
Deferred income taxesDeferred income taxes323,950 302,938 Deferred income taxes462,688 450,361 
Other long-term liabilitiesOther long-term liabilities214,081 230,049 Other long-term liabilities276,755 289,962 
Total liabilitiesTotal liabilities$3,740,259 $3,222,324 Total liabilities$4,575,919 $4,577,532 
Commitments and contingencies (Note 14)
Commitments and contingencies (Note 14)
00
Commitments and contingencies (Note 14)
00
EquityEquityEquity
Preferred stock, $1.00 par value: authorized shares - 5,000,000; issued and outstanding shares – NaN$$
Common stock, $0.10 par value: authorized shares - 145,000,000; issued shares - 93,256,202 and 93,107,440 (including 1,869,208 and 1,843,041 of unvested stock awards) as of June 30, 2021 and December 31, 2020, respectively9,326 9,311 
Preferred stock, $1.00 par value: authorized shares - 5,000,000; issued and outstanding shares – nonePreferred 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 - 95,488,017 and 95,371,211 (including 1,686,060 and 1,747,385 of unvested stock awards) as of March 31, 2022 and December 31, 2021, respectivelyCommon stock, $0.10 par value: authorized shares - 145,000,000; issued shares - 95,488,017 and 95,371,211 (including 1,686,060 and 1,747,385 of unvested stock awards) as of March 31, 2022 and December 31, 2021, respectively9,549 9,537 
Capital surplusCapital surplus841,190 837,453 Capital surplus1,035,902 1,033,615 
Retained earningsRetained earnings1,974,657 1,833,557 Retained earnings2,127,410 2,162,388 
Accumulated other comprehensive lossAccumulated other comprehensive loss(79,856)(91,444)Accumulated other comprehensive loss(64,109)(78,776)
Treasury stock, at cost: 18,941,926 shares as of both June 30, 2021 and December 31, 2020, respectively(586,955)(586,955)
Treasury stock, at cost: 19,129,904 and 18,941,926 shares as of March 31, 2022 and December 31, 2021, respectivelyTreasury stock, at cost: 19,129,904 and 18,941,926 shares as of March 31, 2022 and December 31, 2021, respectively(600,746)(586,955)
Total MasTec, Inc. shareholders’ equityTotal MasTec, Inc. shareholders’ equity$2,158,362 $2,001,922 Total MasTec, Inc. shareholders’ equity$2,508,006 $2,539,809 
Non-controlling interestsNon-controlling interests$3,007 $3,603 Non-controlling interests$4,071 $4,052 
Total equityTotal equity$2,161,369 $2,005,525 Total equity$2,512,077 $2,543,861 
Total liabilities and equityTotal liabilities and equity$5,901,628 $5,227,849 Total liabilities and equity$7,087,996 $7,121,393 

The accompanying notes are an integral part of these consolidated financial statements.
5


MASTEC, INC.
CONSOLIDATED STATEMENTS OF EQUITY
(unaudited - in thousands, except shares) 
Common StockTreasury StockCapital SurplusRetained EarningsAccumulated Other Comprehensive Loss
Total
MasTec, Inc. Shareholders’ Equity
Non-Controlling InterestsTotal Equity
SharesAmountSharesAmount
For the Three Months Ended June 30, 2021
Balance as of March 31, 202193,253,268 $9,325 (18,941,926)$(586,955)$840,567 $1,899,206 $(77,234)$2,084,909 $4,066 $2,088,975 
Net income75,451 75,451 314 75,765 
Other comprehensive loss(2,622)(2,622)(2,622)
Non-cash stock-based compensation6,072 6,072 6,072 
Issuance of restricted shares, net3,114 — — — — 
Shares withheld for taxes, net of other share activity(180)(20)(19)(19)
Purchase of non-controlling interests(5,429)(5,429)(1,373)(6,802)
Balance as of June 30, 202193,256,202 $9,326 (18,941,926)$(586,955)$841,190 $1,974,657 $(79,856)$2,158,362 $3,007 $2,161,369 
For the Three Months Ended June 30, 2020
Balance as of March 31, 202092,618,032 $9,262 (18,914,841)$(586,153)$814,425 $1,546,939 $(98,963)$1,685,510 $4,303 $1,689,813 
Net income (loss)57,005 57,005 (178)56,827 
Other comprehensive loss(2,166)(2,166)(2,166)
Non-cash stock-based compensation5,850 5,850 5,850 
Forfeiture of restricted shares, net(1,424)— — — — 
Other stock issuances, net of shares withheld for taxes48,489 1,309 1,314 1,314 
Acquisition of treasury stock, at cost(27,085)(802)(802)(802)
Balance as of June 30, 202092,665,097 $9,267 (18,941,926)$(586,955)$821,584 $1,603,944 $(101,129)$1,746,711 $4,125 $1,750,836 
Common StockTreasury StockCapital SurplusRetained EarningsAccumulated Other Comprehensive Loss
Total
MasTec, Inc. Shareholders’ Equity
Non-Controlling InterestsTotal Equity
SharesAmountSharesAmount
For the Three Months Ended March 31, 2022
Balance as of December 31, 202195,371,211 $9,537 (18,941,926)$(586,955)$1,033,615 $2,162,388 $(78,776)$2,539,809 $4,052 $2,543,861 
Net (loss) income(34,978)(34,978)19 (34,959)
Other comprehensive income14,667 14,667 14,667 
Non-cash stock-based compensation6,336 6,336 6,336 
Issuance of restricted shares, net165,010 17 (17)— — 
Shares withheld for taxes, net of other share activity(48,204)(5)(4,032)(4,037)(4,037)
Acquisition of treasury stock, at cost(187,978)(13,791)(13,791)(13,791)
Balance as of March 31, 202295,488,017 $9,549 (19,129,904)$(600,746)$1,035,902 $2,127,410 $(64,109)$2,508,006 $4,071 $2,512,077 
For the Three Months Ended March 31, 2021
Balance as of December 31, 202093,107,440 $9,311 (18,941,926)$(586,955)$837,453 $1,833,557 $(91,444)$2,001,922 $3,603 $2,005,525 
Net income65,649 65,649 463 66,112 
Other comprehensive income14,210 14,210 14,210 
Non-cash stock-based compensation5,528 5,528 5,528 
Issuance of restricted shares, net138,081 14 (14)— — 
Other stock issuances, net of shares withheld for taxes7,747 — (2,400)(2,400)(2,400)
Balance as of March 31, 202193,253,268 $9,325 (18,941,926)$(586,955)$840,567 $1,899,206 $(77,234)$2,084,909 $4,066 $2,088,975 

The accompanying notes are an integral part of these consolidated financial statements.


6


MASTEC, INC.
CONSOLIDATED STATEMENTS OF EQUITYCASH FLOWS
(unaudited - in thousands, except shares)thousands)
Common StockTreasury StockCapital SurplusRetained EarningsAccumulated Other Comprehensive Loss
Total
MasTec, Inc. Shareholders’ Equity
Non-Controlling InterestsTotal Equity
SharesAmountSharesAmount
For the Six Months Ended June 30, 2021
Balance as of December 31, 202093,107,440 $9,311 (18,941,926)$(586,955)$837,453 $1,833,557 $(91,444)$2,001,922 $3,603 $2,005,525 
Net income141,100 141,100 777 141,877 
Other comprehensive income11,588 11,588 11,588 
Non-cash stock-based compensation11,600 11,600 11,600 
Issuance of restricted shares, net141,195 14 (14)— 
Other stock issuances, net of shares withheld for taxes7,567 (2,420)(2,419)(2,419)
Purchase of non-controlling interests(5,429)(5,429)(1,373)(6,802)
Balance as of June 30, 202193,256,202 $9,326 (18,941,926)$(586,955)$841,190 $1,974,657 $(79,856)$2,158,362 $3,007 $2,161,369 
For the Six Months Ended June 30, 2020
Balance as of December 31, 201991,909,430 $9,191 (15,344,917)$(466,727)$809,753 $1,510,709 $(75,706)$1,787,220 $4,471 $1,791,691 
Net income (loss)93,235 93,235 (346)92,889 
Other comprehensive loss(25,423)(25,423)(25,423)
Non-cash stock-based compensation9,899 9,899 9,899 
Issuance of restricted shares, net693,355 69 (69)— 
Other stock issuances, net of shares withheld for taxes62,312 2,001 2,008 2,008 
Acquisition of treasury stock, at cost(3,597,009)(120,228)(120,228)(120,228)
Balance as of June 30, 202092,665,097 $9,267 (18,941,926)$(586,955)$821,584 $1,603,944 $(101,129)$1,746,711 $4,125 $1,750,836 
For the Three Months Ended March 31,
20222021
Cash flows from operating activities:
Net (loss) income$(34,959)$66,112 
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation85,194 79,264 
Amortization of intangible assets25,589 11,247 
Non-cash stock-based compensation expense6,336 5,528 
Provision for (benefit from) deferred income taxes1,647 (19,838)
Equity in earnings of unconsolidated affiliates, net(6,777)(7,346)
Gains on sales of assets, net(2,568)(1,965)
Non-cash interest expense, net854 783 
Other non-cash items, net(926)(5,578)
Changes in assets and liabilities, net of acquisitions:
Accounts receivable121,646 (61,993)
Contract assets(104,490)26,799 
Inventories(8,980)651 
Other assets, current and long-term portion36,268 (7,961)
Accounts payable and accrued expenses14,537 153,386 
Contract liabilities(13,802)14,782 
Other liabilities, current and long-term portion11,949 3,293 
Net cash provided by operating activities$131,518 $257,164 
Cash flows from investing activities:
Cash paid for acquisitions, net of cash acquired(21,840)(88,646)
Capital expenditures(83,191)(48,058)
Proceeds from sale of property and equipment4,630 6,035 
Payments for other investments(960)(4,350)
Proceeds from other investments— 557 
Other investing activities, net— (150)
Net cash used in investing activities$(101,361)$(134,612)
Cash flows from financing activities:
Proceeds from credit facilities773,500 18,155 
Repayments of credit facilities(855,083)(8,869)
Payments of finance lease obligations(41,600)(38,222)
Payments for stock-based awards(3,996)(3,753)
Repurchases of common stock(13,791)— 
Other financing activities, net(17,046)(502)
Net cash used in financing activities$(158,016)$(33,191)
Effect of currency translation on cash256 (72)
Net (decrease) increase in cash and cash equivalents$(127,603)$89,289 
Cash and cash equivalents - beginning of period$360,736 $423,118 
Cash and cash equivalents - end of period$233,133 $512,407 
Supplemental cash flow information:
Interest paid$23,178 $21,689 
Supplemental disclosure of non-cash information:
Additions to property and equipment from finance leases$48,604 $50,772 

The accompanying notes are an integral part of these consolidated financial statements.
7


MASTEC, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited - in thousands)
For the Six Months Ended June 30,
20212020
Cash flows from operating activities:
Net income$141,877 $92,889 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation166,766 110,776 
Amortization of intangible assets31,170 17,184 
Non-cash interest expense, net1,563 1,451 
Non-cash stock-based compensation expense11,600 9,899 
Benefit from deferred income taxes(1,594)(20,575)
Equity in earnings of unconsolidated affiliates(14,871)(14,647)
Gains on sales of assets, net(5,975)(8,334)
Other non-cash items, net(7,836)12,297 
Changes in assets and liabilities, net of acquisitions:
Accounts receivable32,710 (60,246)
Contract assets(46,148)64,321 
Inventories5,167 (4,629)
Other assets, current and long-term portion(2,604)31,234 
Accounts payable and accrued expenses60,452 164,297 
Contract liabilities(16,020)130,784 
Other liabilities, current and long-term portion(6,915)(59,481)
Net cash provided by operating activities$349,342 $467,220 
Cash flows from investing activities:
Cash paid for acquisitions, net of cash acquired(589,055)(10,493)
Capital expenditures(97,029)(132,755)
Proceeds from sale of property and equipment12,960 17,861 
Payments for other investments(6,197)(16,777)
Proceeds from other investments557 648 
Other investing activities, net2,650 4,843 
Net cash used in investing activities$(676,114)$(136,673)
Cash flows from financing activities:
Proceeds from credit facilities414,741 1,235,935 
Repayments of credit facilities(161,375)(1,401,899)
Payments of finance lease obligations(76,630)(61,587)
Payments of acquisition-related contingent consideration(20,893)(10,097)
Payments to non-controlling interests, including acquisition of interests and distributions(8,888)
Payments for stock-based awards(3,774)(593)
Proceeds from stock-based awards3,936 
Repurchases of common stock(120,228)
Other financing activities, net(2,343)(17)
Net cash provided by (used in) financing activities$140,838 $(354,550)
Effect of currency translation on cash87 1,214 
Net decrease in cash and cash equivalents$(185,847)$(22,789)
Cash and cash equivalents - beginning of period$423,118 $71,427 
Cash and cash equivalents - end of period$237,271 $48,638 
Supplemental cash flow information:
Interest paid$28,401 $33,046 
Income tax payments, net of refunds$61,180 $1,469 
Supplemental disclosure of non-cash information:
Additions to property and equipment from finance leases$98,984 $44,987 

The accompanying notes are an integral part of these consolidated financial statements.
8


MASTEC, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1 – Business, Basis of Presentation and Significant Accounting Policies
Nature of the Business
MasTec, Inc. (collectively with its subsidiaries, “MasTec” or the “Company”) is a leading infrastructure construction company operating mainly throughout North America across a range of industries. The Company’s primary activities include the engineering, building, installation, maintenance and upgrade of communications, energy, utility and other infrastructure, such as: power delivery services, including transmission and distribution; wireless, wireline/fiber and customer fulfillment activities; power generation, primarily from clean energy and renewable sources; pipeline infrastructure; electrical utility transmissioninfrastructure, including natural gas pipeline and distribution;distribution infrastructure; heavy civil; and industrial infrastructure. MasTec’s customers are primarily in these industries. MasTec reports its results under 5 reportable segments: (1) Communications; (2) Clean Energy and Infrastructure; (3) Oil and Gas; (4) Electrical Transmission;Power Delivery; and (5) Other. In the first quarter of 2022, the Company began integration of Henkels & McCoy Holdings, Inc., formerly known as Henkels & McCoy Group, Inc. (“HMG”). The HMG acquisition was completed on December 30, 2021, with its initial balance sheet reported within the Company’s Power Delivery segment. During the first quarter of 2022, the Company reported portions of HMG’s operations within its Power Delivery, Communications and Oil and Gas segments, as appropriate, and HMG’s corporate functions within its Corporate results. Accordingly, HMG’s December 31, 2021 balance sheet information was recast to conform with the new reporting structure. See Note 13 - Segments and Related Information.
Basis of Presentation
The accompanying consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and with the instructions for Form 10-Q and Rule 10-01 of Regulation S-X. Pursuant to these rules and regulations, certain information and footnote disclosures normally included in the annual audited consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The accompanying consolidated balance sheet as of December 31, 20202021 is derived from the Company’s audited financial statements as of that date. Because certain information and footnote disclosures have been condensed or omitted, these consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto as of and for the year ended December 31, 20202021 contained in the Company’s 20202021 Annual Report on Form 10-K (the “2020“2021 Form 10-K”). In management’s opinion, all normal and recurring adjustments considered necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented have been included. When necessary, certain prior year amounts have been reclassified to conform towith the current period presentation.presentation, including for the first quarter 2022 change in segment balance sheet information for HMG, as discussed above. In addition, in the fourth quarter of 2021, the Company updated its presentation of gains or losses, net, from the sale of property and equipment to include such amounts within general and administrative expenses. Previously, such gains or losses were included within other income or expense. Interim period operating results do not necessarily indicate the results that may be expected for any other interim period or for the full fiscal year. The Company believes that the disclosures made in these consolidated financial statements are adequate to make the information not misleading.
Principles of Consolidation
The accompanying consolidated financial statements include MasTec, Inc. and its subsidiaries and include the accounts of all majority owned subsidiaries over which the Company exercises control and, when applicable, entities in which the Company has a controlling financial interest. All significant intercompany balances and transactions have been eliminated in consolidation. Other parties’ interests in entities that MasTec consolidates are reported as non-controlling interests within equity, except for mandatorily redeemable non-controlling interests, which are recorded within other liabilities. Net income or loss attributable to non-controlling interests is reported as a separate line item below net income or loss. The Company applies the equity method of accounting for its investments in entities for which it does not have a controlling financial interest, but over which it has the ability to exert significant influence. See Note 4 - Fair Value of Financial Instruments. For equity investees in which the Company has an undivided interest in the assets, liabilities and profits or losses of an unincorporated entity, but does not exercise control over the entity, the Company consolidates its proportional interest in the accounts of the entity.
Translation of Foreign Currencies
The assets and liabilities of foreign subsidiaries with a functional currency other than the U.S. dollar are translated into U.S. dollars at period-end exchange rates, with resulting translation gains or losses included within other comprehensive income or loss. Revenue and expenses are translated into U.S. dollars at average rates of exchange during the applicable period. Substantially all of the Company’s foreign operations use their local currency as their functional currency. For foreign operations for which the local currency is not the functional currency, the operation’s non-monetary assets are remeasured into U.S. dollars at historical exchange rates. All other accounts are remeasured at current exchange rates. Gains or losses from remeasurement are included in other income or expense, net. Currency gains or losses resulting from transactions executed in currencies other than the functional currency are included in other income or expense, net.
In these consolidated financial statements, “$” means U.S. dollars unless otherwise noted.
Management Estimates
    The preparation of consolidated financial statements in accordance with U.S. GAAP requires the use of estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. These estimates are based on historical experience and various other assumptions that management believes to be reasonable under the circumstances, including the potential future effects of public health matters, such as the COVID-19 pandemic, climate change,climate-related matters, and other global and/or macroeconomic trends and events.events, such as inflation and interest rate levels, as well as global events, such as the ongoing military conflict in Ukraine. These estimates form the basis for making judgments about the Company’s
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operating results and the carrying values of assets and liabilities that are not readily apparent from other sources. While management believes that such estimates are reasonable when considered in conjunction with the Company’s consolidated financial position and results of operations taken as a whole, actual results could differ materially from these estimates.
Key estimates include: the recognition of revenue and project profit or loss, which the Company defines as project revenue, less project costs of revenue, including project-related depreciation, in particular, on construction contracts accounted for under the cost-to-cost method, for which the recorded amounts require estimates of costs to complete and the amount and probability of variable consideration included in the contract transaction price; fair value estimates, including those related to acquisitions, valuations of goodwill, intangible and intangibleother assets, acquisition-related contingent consideration and other liabilities, equity investments and other long-lived assets; allowances for credit losses; asset lives used in
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computing depreciation and amortization; fair values of financial instruments; self-insurance liabilities; other accruals and allowances; income taxes; and the estimated effects of litigation and other contingencies.
COVID-19 Pandemic and General Economic Conditions
The novel coronavirus (“COVID-19”)COVID-19 pandemic has disrupted business activities and significantly affected global economic conditions at the beginning of 2020 and continuing into 2021 as federal, state and local governments imposed restrictions and mitigation measures to contain COVID-19 or slow its spread, resulting in workforce, supply chain and production disruptions and creating significant uncertainties in the U.S. and global economies. While the adverse effects of these restrictions and mitigation measures partially subsided in the United States beginning in the second half of 2020, the COVID-19 pandemic varies by region and the possibility of future restrictions remains, particularly as a new Delta variant of COVID-19 appears to be causing an increase in COVID-19 cases.
As a provider of essential services, all of the Company’s business segments continued to operate throughout the pandemic, and, where safe and possible, the Company was generally directed by its customers to maintain normal work schedules. The Company’s business model has, thus far, proven resilient, and management continues to adapt to the changing operational and economic environment that has resulted from the COVID-19 pandemic. Management’s top priority has been to take appropriate actions to protect the health and safety of its employees, customers and business partners. The Company has adjusted its standard operating procedures within its business operations to ensure employee and customer safety and is continually monitoring evolving health guidelines and responding to changes as appropriate. The COVID-19 pandemic has had a negative impact onnegatively affected the Company’s operations since the first quarter of 2020, and may continue to affect its business activities throughout 2021. These impacts include lost productivityincluding from governmental permitting approval delays, reduced crew productivity, due to social distancing and other mitigation measures, the health and availability of work crews or other key personnel including subcontractors orand subcontractors; supply chain disruptions, and/ordisruptions; delayed project start dates,dates; and lost productivity from governmental permitting approval delays, project shutdowns and/or cancellations, among other factors. While the adverse effects of the COVID-19 pandemic have begun to subside, its effects vary by region, and uncertainties arising from the COVID-19 pandemic could continue to disrupt economic conditions and business activities, particularly as new variants of COVID-19 arise. The extent to which the COVID-19 pandemic, including the recent and emerging variants, could affect the Company’s business, operations and financial results is uncertain as it will depend upon numerous evolving factors that management may not be mandated or requested by governmental authorities or others, allable to accurately predict. The length and extent of which could result in lower revenue or higher operating costsany continuing economic and market disruptions are unknown, and therefore, any future impacts on the Company’s business, financial condition and/or create lower levelsresults of overhead cost absorption.operations cannot be quantified or predicted with specificity.
Several relief measures have been enacted in responseThe Company believes that it has taken appropriate steps to mitigate the effects of the COVID-19 pandemic including the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”)on its business, and the Coronavirus Response and Relief Supplemental Appropriations Act (the “Coronavirus Relief Act”).  The CARES Act permitted deferral and/or reduction of certain federal and payroll tax amounts, certain of which the Company pursued, including the deferral of approximately $59 million of payroll taxes, half of which are due by December 31, 2021, with the remainder due by December 31, 2022. The Company will continue to monitor and evaluate the potential effects, usefulness of, and qualification for, additional COVID-19 relief measures on the Company’s financial position, results of operations and cash flows.
business model has, thus far, proven resilient. Notwithstanding moderation of the COVID-19 pandemic and easing ofrelated governmental and other restrictions, the Company may continue to experience direct and indirect negative effects on its business and operations from possible longer-term changes in consumer and customer behavior and/or from continuing negative economic conditions. conditions, including recent inflationary effects, rising interest rates and supply chain disruptions, including limited availability of products.
The Company believes that it has taken appropriate stepsCoronavirus Aid, Relief and Economic Security Act (the “CARES Act”), which was enacted in response to mitigate the impacts of the COVID-19 pandemic on its business; however, the potential effects of the COVID-19 pandemic, are uncertain, as they depend upon numerous evolving factors that management may not be able to accurately predict. The availability, acceptance, administrationpermitted deferral and/or reduction of certain federal and effectiveness (andpayroll tax amounts, certain of which the durationCompany pursued. As of such effectiveness)March 31, 2022, payroll tax deferrals under the CARES Act, the amount of treatments and vaccines, along with the length and extent of any continuing economic and market disruptions are unknown, and, therefore, any future impacts on our business, financial condition and/or results of operations cannot be quantified or predicted with specificity.which is due by December 31, 2022, totaled approximately $42 million.
Significant Accounting Policies
Revenue Recognition
The Company recognizes revenue from contracts with customers under Accounting Standards Codification (“ASC”) Topic 606 (“Topic 606”). Under Topic 606, revenue is recognized when, or as, control of promised goodsservices and servicesgoods is transferred to customers, and thecustomers. The amount of revenue recognized reflects the consideration to which an entitythe Company expects to be entitled in exchange for the services and goods and services transferred. Revenue isThe Company primarily recognized by the Companyrecognizes revenue over time utilizing the cost-to-cost measure of progress, which best depicts the continuous transfer of control of goods or services to the customer, and correspondingly, when performance obligations are satisfied for the related contracts.
Contracts. The Company derives revenue primarily from construction projects performed under: (i) master and other service agreements, which generally provide a menu of available services in a specific geographic territory that are utilized on an as-needed basis, and are typically priced using either a time and materials or a fixed price per unit basis; and (ii) contracts for specific projects requiring the construction and installation of an entire infrastructure system, or specified units within an infrastructure system, which are subject to multiple pricing options, including fixed price, unit price, time and materials, or cost plus a markup. Revenue derived from projects performed under master service and other service agreements totaled 32%58% and 36%28% of consolidated revenue for the three month periods ended June 30,March 31, 2022 and 2021, and 2020, respectively, and totaled 31% and 39% for the six month periods ended June 30, 2021 and 2020, respectively.
For certain master service and other service agreements, under which the Company performs installation and maintenance services, primarily for install-to-the-home service providers in its Communications segment, revenue is recognized at a point in time.time, primarily for install-to-the-home and other wireless services in the Company’s Communications segment. This is generally when the work order has been fulfilled, which is typically the same day the work is initiated. Point in time revenue accounted for approximately 4% of consolidated revenue for both the three and six month periods ended June 30, 2021, and accounted for approximately 5% of consolidated revenue for both the three and six month periods ended June 30, 2020.March 31, 2022 and 2021, respectively. Substantially all of the Company’s other revenue is recognized over time.
The total contract transaction price and cost estimation processes used for recognizing revenue over time under the cost-to-cost method is based on the professional knowledge and experience of the Company’s project managers, engineers and financial professionals. Management reviews estimates of total contract transaction price and total project costs on an ongoing basis. Changes in job performance, job conditions and management’s assessment of expected variable consideration are factors that influence estimates of the total contract transaction price, total costs to complete those contracts and the Company’s profit recognition. Changes in these factors could result in revisions to revenue in the period in which the revisions are determined, which could materially affect the Company’s consolidated results of operations for that period. Provisions for losses on uncompleted contracts are recorded in the period in which such losses are determined. For both the sixthree month periods ended June 30,March 31, 2022 and 2021, and 2020,
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project profit was affected by less than 5% as a result of changes in contract estimates included in projects that were in process as of December 31, 20202021 and 2019. Revenue recognized for2020. For the three month periods ended June 30,March 31, 2022 and 2021, and 2020revenue recognized as a result of changes in total contract transaction price estimates, including from variable consideration, from performance obligations satisfied or partially satisfied in prior periods, totaled approximately $30.5$11.9 million and $5.4$13.8 million, respectively, and totaled $37.0 million and $15.8 million for the six month periods ended June 30, 2021 and 2020, respectively.
The Company may incur certain costs that can be capitalized, such as initial set-up or mobilization costs. Such capitalized costs, which are amortized over the life of the respective projects, were $2.7totaled $1.3 million and $5.5$1.4 million as of June 30, 2021March 31, 2022 and December 31, 2020.2021, respectively.
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Performance Obligations. A performance obligation is a contractual promise to transfer a distinct good or service to a customer and is the unit of account under Topic 606.customer. The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when or as the performance obligation is satisfied. The vast majority of the Company’s performance obligations are completed within one year.
Remaining performance obligations represent the amount of unearned transaction prices under contracts for which work is wholly or partially unperformed, including the Company’s share of unearned transaction prices from its proportionately consolidated non-controlled joint ventures. As of June 30, 2021,March 31, 2022, the amount of the Company’s remaining performance obligations was $5.2$4.8 billion. Based on current expectations, the Company anticipates it will recognize approximately $2.9$3.8 billion of its remaining performance obligations as revenue during 2021,2022, with the vast majority of the remaining balance expected to be recognized in 2022.2023.
Variable Consideration. Transaction prices for the Company’s contracts may include variable consideration, which comprises items such as change orders, claims and incentives. Management estimates variable consideration for a performance obligation utilizing estimation methods that it believes best predict the amount of consideration to which the Company will be entitled. Management’s estimates of variable consideration and the determination of whether to include estimated amounts in transaction prices are based largely on engineering studies and legal opinions, past practices with the customer, specific discussions, correspondence or preliminary negotiations with the customer and all other relevant information that is reasonably available at the time of the estimate. To the extent unapproved change orders, claims and other variable consideration reflected in transaction prices are not resolved in the Company’s favor, or to the extent incentives reflected in transaction prices are not earned, there could be reductions in, or reversals of, previously recognized revenue.
As of June 30, 2021March 31, 2022 and December 31, 2020,2021, the Company included approximately $97$131 million and $51$104 million, respectively, of change orders and/or claims in transaction prices for certain contracts that were in the process of being resolved in the ordinary course of business, including through negotiation, arbitration and other proceedings. These transaction price adjustments, when earned, are included within contract assets or accounts receivable, net of allowance, as appropriate. As of both June 30, 2021March 31, 2022 and December 31, 2020,2021, these change orders and/or claims primarily related to certain projects acrossin the Company’s Clean Energy and Infrastructure and Power Delivery segments. The Company actively engages with its customers to complete the final approval process and generally expects these processes to be completed within one year. Amounts ultimately realized upon final agreement by customers could be higher or lower than such estimated amounts.
Recently Issued Accounting Pronouncements
The discussion below describes the effects of recent accounting pronouncements, as updated from the discussion in the Company’s 20202021 Form 10-K.
Recent Accounting Pronouncements Adopted in 2021
In December 2019,October 2021, the FASBFinancial Accounting Standards Board (“FASB”) issued ASU 2019-12,Accounting Standards Update (“ASU”) 2021-08, Income TaxesBusiness Combinations (Topic 740)805): Simplifying the Accounting for Income TaxesContract Assets and Contract Liabilities from Contracts with Customers (“ASU 2019-12”2021-08”), which eliminates certain exceptions to the existing guidanceimprove consistency for income taxes related to the approach for intra-period tax allocations, the methodology for calculating income taxes in an interim period and therevenue recognition of deferred tax liabilities for outside basis differences. This ASU also simplifies the accounting for income taxes by clarifying and amending existing guidance related to the effects of enacted changes in tax laws or rates in the post-acquisition period for acquired contracts as compared to contracts entered into subsequent to acquisition. ASU 2021-08 requires an acquirer to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers, rather than at fair value. ASU 2021-08 is effective tax rate computation,for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2022, with early adoption permitted. The Company is currently evaluating the recognitionpotential effect of franchise tax and the evaluation of a step-up in the tax basis of goodwill, among other clarifications.this ASU 2019-12, which the Company adopted during the first quarter of 2021, did not have a material effect on the Company’sits consolidated financial statements.
Note 2 – Earnings Per Share
Basic earnings or loss per share is computed by dividing net income or loss attributable to MasTec by the weighted average number of common shares outstanding for the period, which excludes non-participating unvested restricted share awards. Diluted earnings per share is computed by dividing net income attributable to MasTec by the weighted average number of fully diluted shares, as calculated under the treasury stock method, which includes the potential effect of dilutive common stock equivalents, such as issued but unvested restricted shares. Basic and diluted shares for the three month period ended March 31, 2022 also include the assumed effect of certain shares related to additional contingent payments to the former owners of an acquired business. SeeNote 3 – Acquisitions, Goodwill and Other Intangible Assets. If the Company reports a loss, rather than income, the computation of diluted loss per share excludes the effect of dilutive common stock equivalents, as their effect would be anti-dilutive.
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For the three month period ended March 31, 2022, the Company reported a net loss, which resulted in the exclusion of approximately 1,321,000 weighted average common stock equivalents from the calculation of diluted net loss per share for the related period.
The following table provides details underlying the Company’s earnings per share calculations for the periods indicated (in thousands):
For the Three Months Ended June 30,For the Six Months Ended June 30,For the Three Months Ended March 31,
202120202021202020222021
Net income attributable to MasTec:
Net income - basic and diluted (a)
$75,451 $57,005 $141,100 $93,235 
Net (loss) income attributable to MasTec:Net (loss) income attributable to MasTec:
Net (loss) income - basic and diluted (a)
Net (loss) income - basic and diluted (a)
$(34,978)$65,649 
Weighted average shares outstanding:Weighted average shares outstanding:Weighted average shares outstanding:
Weighted average shares outstanding - basic(b)Weighted average shares outstanding - basic(b)72,501 72,045 72,470 73,392 Weighted average shares outstanding - basic(b)74,789 72,439 
Dilutive common stock equivalents (b)(d)
Dilutive common stock equivalents (b)(d)
1,475 732 1,443 743 
Dilutive common stock equivalents (b)(d)
— 1,407 
Weighted average shares outstanding - dilutedWeighted average shares outstanding - diluted73,976 72,777 73,913 74,135 Weighted average shares outstanding - diluted74,789 73,846 
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(a)Calculated as total net income or loss less amounts attributable to non-controlling interests.
(b)For the sixthree month periodsperiod ended June 30, 2021March 31, 2022, basic shares include approximately 72,000 weighted average shares relating to additional contingent payments to the former owners of an acquired business. See Note 3 – Acquisitions, Goodwill and 2020,Other Intangible Assets.
(c)Weighted average anti-dilutive common stock equivalents totaled 2,166approximately 1,321,000 and 88,462,23,000, for the three month periods ended March 31, 2022, and 2021, respectively.
(d)For the three month period ended March 31, 2022, common stock equivalents, all of which are anti-dilutive, include approximately 63,000 weighted average shares relating to additional contingent payments to the former owners of an acquired business. See Note 3 – Acquisitions, Goodwill and Other Intangible Assets.
The Company repurchased 187,978 shares of its common stock during the three month period ended March 31, 2022, the effect of which on the Company’s weighted average shares outstanding was minimal. See Note 11 – Equity for details of the Company’s share repurchase transactions, including details of shares repurchased subsequent to March 31, 2022. Additionally, in December 2021, the Company issued 1,975,232 shares of its common stock in conjunction with an acquisition. See Note 3 – Acquisitions, Goodwill and Other Intangible Assets.
Note 3 – Acquisitions, Goodwill and Other Intangible Assets
The following table provides balances fora reconciliation of changes in goodwill by reportable segment as of June 30, 2021 (in millions):
CommunicationsClean Energy and InfrastructureOil and GasElectrical TransmissionTotal Goodwill
Goodwill, gross$584.7 $164.4 $513.2 $196.4 $1,458.7 
Accumulated impairment loss(127.0)(127.0)
Goodwill, net$584.7 $164.4 $386.2 $196.4 $1,331.7 
Forfor the sixthree month period ended June 30,March 31, 2022 (in millions). Goodwill balances as of December 31, 2021 were recast in the first quarter of 2022 to reflect the change in segment reporting for the HMG acquisition, as discussed in Note 1 – Business, Basis of Presentation and Significant Accounting Policies. Goodwill was reallocated based on the estimated relative fair value of the respective HMG reporting units. See Note 13 – Segments and Related Information for additional information.
CommunicationsClean Energy and InfrastructureOil and GasPower DeliveryTotal Goodwill
Goodwill, gross, as of December 31, 2021 (a)
$614.5 $166.1 $561.3 $303.4 $1,645.3 
Accumulated impairment loss (b)
— 0(124.7)— (124.7)
Goodwill, net, as of December 31, 2021$614.5 $166.1 $436.6 $303.4 $1,520.6 
Additions from new business combinations— — 3.0 — 3.0 
Measurement period adjustments (c)
(5.4)2.1 7.4 (23.6)(19.5)
Currency translation adjustments— — 0.2 — 0.2 
Goodwill, net as of March 31, 2022$609.1 $168.2 $447.2 $279.8 $1,504.3 
(a)    The change in segment reporting for the HMG acquisition resulted in a decrease in Power Delivery segment goodwill included additions of $88.1$23.4 million from new business combinations and a netan increase in goodwill for the Communications and Oil and Gas segments of $0.1$13.0 million from and $10.4 million, respectively, as of December 31, 2021.
(b)    Accumulated impairment losses include the effects of currency translation gains and/or losses.
(c)    Represents adjustments to preliminary estimates of fair value within the measurement period adjustments. Currency translation effects relatedof up to goodwill and accumulated impairment losses forone year from the six month period ended June 30, 2021 totaled approximately $3.6 milliondate of gains and $3.2 million of losses, respectively.acquisition.
The following table provides a reconciliation of changes in other intangible assets, net, for the period indicated (in millions):
Other Intangible AssetsOther Intangible Assets
Non-AmortizingAmortizingNon-AmortizingAmortizing
Trade NamesCustomer Relationships and BacklogPre-Qualifications
Other (a)
TotalTrade NamesCustomer Relationships and BacklogPre-Qualifications
Other (a)
Total
Other intangible assets, gross, as of December 31, 2020$34.5 $297.9 $73.8 $26.4 $432.6 
Other intangible assets, gross, as of December 31, 2021Other intangible assets, gross, as of December 31, 2021$34.5 $763.1 $73.9 $124.6 $996.1 
Accumulated amortizationAccumulated amortization(218.5)(10.6)(19.5)(248.6)Accumulated amortization(278.0)(21.4)(26.4)(325.8)
Other intangible assets, net, as of December 31, 2020$34.5 $79.4 $63.2 $6.9 $184.0 
Other intangible assets, net, as of December 31, 2021Other intangible assets, net, as of December 31, 2021$34.5 $485.1 $52.5 $98.2 $670.3 
Additions from new business combinationsAdditions from new business combinations311.8 55.4 367.2 Additions from new business combinations— 1.6 — 0.7 2.3 
Measurement period adjustments (b)
Measurement period adjustments (b)
— 55.8 — (10.1)45.7 
Currency translation adjustmentsCurrency translation adjustments1.0 1.0 Currency translation adjustments— — 0.3 — 0.3 
Amortization expenseAmortization expense(23.4)(5.4)(2.4)(31.2)Amortization expense(20.3)(2.2)(3.1)(25.6)
Other intangible assets, net, as of June 30, 2021$34.5 $367.8 $58.8 $59.9 $521.0 
Other intangible assets, net, as of March 31, 2022Other intangible assets, net, as of March 31, 2022$34.5 $522.2 $50.6 $85.7 $693.0 
(a)Consists principally of trademarks, trade names and non-compete agreements.
(b)Represents adjustments to preliminary estimates of fair value within the measurement period of up to one year from the date of acquisition.
Quarterly Assessment for Indicators of Impairment. During the secondfirst quarter of 2021,2022, in conjunction with the Company’s quarterly review for indicators of impairment, management performed a quantitative assessment of the goodwill associated with 1 reporting unit within its Oil and Gas segment and 1 reporting unit within its Clean Energy and Infrastructure segment. Based on the results of this assessment, management determined that the estimated fair value of this reporting unit substantially exceeded its carrying value as of March 31, 2022. The Company’s first quarter 2022 review for indicators of impairment included consideration of its quarterly financial results, which reflected a net loss for the period. As of March 31, 2022, the Company determined that its first quarter 2022 results, together with its expectations of future results, were generally consistent with those anticipated when performing its annual impairment review in the fourth quarter of 2021, including consideration of the potential effects of shifts in timing for certain projects. The Company’s 2021 impairment assessment included quantitative testing for 8 reporting units, for which the estimated fair values of bothsuch reporting units were
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determined to substantially exceededexceed their carrying values, and a 100 basis point increase in the discount rate would not have resulted in any of the reporting units’ carrying values exceeding their fair values. Significant changes in the assumptions or estimates used in management’s assessment, such as a reduction in profitability and/or cash flows, changes in market conditions, including decreases in market activity levels or increases in interest rates due to rising inflation, could result in non-cash impairment charges to goodwill and indefinite-lived intangible assets in the future.
Recent Acquisitions
The Company seeks to grow and diversify its business both organically and through acquisitions and/or strategic arrangements in order to deepen its market presence, broaden its geographic reach and expand its service offerings.
20212022 Acquisitions.For the six month period ended June 30, 2021, In January 2022, MasTec completed 7 acquisitions, which includedacquired all of the equity interests in: of an infrastructure construction company focusing on water, sewer and utility projects and expertise in excavation and site work that is included within the Company’s Oil and Gas segment for an aggregate purchase price composed of approximately $13.0 million in cash, net of cash acquired and an earn-out liability valued at approximately $1.7 million. Determination of the estimated fair values of net assets acquired was preliminary as of March 31, 2022; as a result, further adjustments to these estimates may occur.
2021 Acquisitions.During 2021, MasTec completed 14 acquisitions, including all of the equity interests of the following:
(i) Within the Company’s Power Delivery segment: HMG, an industry-leading utility services firm providing critical infrastructure design, construction and maintenance services to the power and renewables, telecommunications, gas distribution and pipeline services end-markets, which acquisition was effective in December. In the first quarter of 2022, MasTec integrated and began reporting the results of HMG within its Power Delivery, Communications and Oil and Gas segments, as appropriate, and began reporting HMG’s corporate functions within its corporate results. See Note 13 – Segments and Related Information for additional details. During 2021, the Company also acquired an electric utility distribution contractor and a company specializing in vegetation management services for the electric and telecommunications industries, which acquisitions were effective in December; and Intren, LLC (“INTREN”), a premier specialty utility contractor primarily providing electrical distribution network services under various multi-year master service agreements to some of the nation’s largest utilities, municipalities and cooperatives, which acquisition was effective in May and is includedMay;
(ii) within the Company’s Electrical Transmission segment,Clean Energy and for which acquisition consideration, including estimated earn-out liabilities, totaled approximately $450 million; (ii)Infrastructure segment: a heavy civil infrastructure construction company focusing on transportation projects; and a heavy industrial general
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contractor with concrete, piping and electrical capabilities, which acquisitions were effective in February and April, respectively, and both of which are includedrespectively;
(iii) within the Company’s Clean EnergyCommunications segment: a telecommunications company specializing in cabling, plant and Infrastructure segment; (iii)other network services, which acquisition was effective in November; a telecommunications and utility technical services company focusing on outside plant telecommunications engineering; a telecommunications and cable services provider; and a utilities infrastructure company, providing power line construction and repair services, all of which acquisitions were effective in MayMay; and are includedbusiness operations specializing in install-to-the-home services, which acquisition was effective in August; and
(iv) within the Company’s Communications segment;Oil and (iv)Gas segment: an infrastructure construction company focusing on water, sewer and utility projects, along with expertise in site work; and a company specializing in environmental services for energy infrastructure and heavy civil projects, both of which acquisitions were effective in December; and a pipeline contractor focusing on integrity and maintenance work related to gas distribution infrastructure, which acquisition was effective in February and is included within the Company’s Oil and Gas segment. February.
These acquisitions were funded with cash on hand, and borrowings under the Company’s senior secured credit facility and with shares of the Company’s common stock, and are subject to customary purchase price adjustments.
The following table summarizes the estimated fair values of consideration paid and net assets acquired for the 2021 acquisitions, as adjusted (in millions):
Acquisition consideration:2021
Cash, net of cash acquired$589.0 
Estimated fair value of contingent consideration40.1 
Total consideration transferred$629.1 
Identifiable assets acquired and liabilities assumed:
Current assets, primarily accounts receivable$216.2 
Long-term assets, primarily property and equipment and operating lease assets182.0 
Amortizing intangible assets367.2 
Current liabilities, including current portion of operating lease liabilities(147.3)
Long-term liabilities, primarily operating lease liabilities and deferred income taxes(77.1)
Total identifiable net assets$541.0 
Goodwill$88.1 
Total net assets acquired, including goodwill$629.1 
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Acquisition consideration(a):
HMGAll otherTotal
Cash, net of cash acquired$416.9 $872.2 $1,289.1 
Shares transferred181.7 — 181.7 
Estimated fair value of contingent consideration— 99.7 99.7 
Total consideration$598.6 $971.9 $1,570.5 
Identifiable assets acquired and liabilities assumed:
Accounts receivable and contract assets$409.8 $270.6 $680.4 
Current assets14.6 27.7 42.3 
Property and equipment247.0 250.8 497.8 
Long-term assets, primarily operating lease right-of-use assets85.1 81.8 166.9 
Amortizing intangible assets164.6 444.2 608.8 
Accounts payable(108.0)(49.3)(157.3)
Current liabilities, including current portion of operating lease liabilities(155.3)(136.3)(291.6)
Long-term debt, including finance lease obligations(0.2)(4.4)(4.6)
Long-term liabilities, primarily operating lease liabilities and deferred income taxes(150.0)(76.5)(226.5)
Total identifiable net assets$507.6 $808.6 $1,316.2 
Goodwill91.0 166.8 257.8 
Total net assets acquired, including goodwill$598.6 $975.4 $1,574.0 
Bargain purchase gain— (3.5)(3.5)
Total consideration$598.6 $971.9 $1,570.5 
(a)    Acquisition consideration excludes approximately $65 million of measurement period adjustments for estimated payments that will be made to the sellers of HMG if certain acquired receivables are collected. Given the pass-through nature of these contingent payments, they have been excluded from total consideration and current assets in the table above. See below for related discussion.
Amortizing intangible assets related to the 2021 acquisitionsHMG acquisition are primarily composed of customer relationships, andand to a lesser extent, trade names, which and backlog. Customer relationship intangible assets totaled approximately $132 million, and had a weighted average liveslife of approximately 1812 years, based on HMG’s operational history and 17 years, respectively.established relationships with, and the nature of, its customers, which are primarily in the utilities industry. The weighted average life of amortizing intangible assets for the 2021 acquisitions in the aggregate for the HMG acquisition was 11 years. Amortizing intangible assets related to “All other” acquisitions are primarily composed of customer relationships and trade names, which each had a weighted average life of approximately 17 years. The aggregate weighted average life related to “All other” amortizing intangible assets was 17 years. TheINTREN’s acquired intangible assets included a customer relationship and a trade name intangible asset representing $282$281 million in the aggregate, having asset lives of approximately 20 years each based on the acquired entity’sINTREN’s operational history and established relationships with, and the nature of, its customers, which are primarily in the utilities industry. Amortizing intangible assets are amortized in a manner consistent with the pattern in which the related benefits are expected to be consumed.
The goodwill balances for each of the respective acquisitions, including approximately $46$49 million for the acquisition in our Electrical Transmission segment,INTREN, which is included within “All other” acquisitions, represent the estimated valuevalues of each acquired company’s geographic presence in key markets, its assembled workforce, and management team’s industry-specific project management expertise as well asand synergies expected to be achieved from the combined operations of each of the acquired companies and MasTec. Approximately $74$147 million of the goodwill balance related to the 2021 acquisitions is expected to be tax deductible as of June March 31, 2022. One of the Company’s fourth quarter 2021 acquisitions in its Power Delivery segment resulted in the recognition of a bargain purchase gain of $3.5 million, which amount was included within other (income) expense, net, in the Company’s consolidated statements of operations.
The HMG purchase agreement provides for certain additional payments to be made to the sellers if certain acquired receivables are collected by the Company (the “Additional Payments”). Pursuant to the terms of the purchase agreement, a portion of the Additional Payments will be made in cash, with the remainder due in shares of MasTec common stock. The fair value of the Additional Payments as of March 31, 2022 was estimated to be approximately $65 million in the aggregate, which amount is included within other current liabilities in the consolidated balance sheet. Of this amount, approximately $27 million is to be paid in shares, or approximately 295,000 shares as of March 31, 2022, based upon the contractually agreed upon value of our common stock. The amount of Additional Payments due to the sellers as of March 31, 2022 from collections of acquired receivables totaled approximately $30 2021.million, of which the amount due in shares totaled approximately $12 million, or 135,000 shares. See Note 2 – Earnings Per Share for the effect of the above referenced shares on the Company’s earnings per share calculations.
The estimated number of potential shares that could be issued related to such Additional Payments will be based on the amounts ultimately collected and the share price as defined within the purchase agreement. As of March 31, 2022, based on such share price, the total number of potential shares for the Additional Payments that could be issued is up to approximately 390,000 shares, or $36 million. In addition, the HMG purchase agreement provides for a customary net working capital adjustment, under which additional shares could be issued. Such shares would be determined in a manner consistent with the terms that apply to the Additional Payments. As of March 31, 2022, the amount of any potential net working capital adjustment cannot be quantified or predicted with specificity due to ongoing evaluation of the net assets acquired. Changes in the estimated fair value of the potential shares that could be issued under the terms of this agreement, which result from changes in MasTec’s share price as compared with the share price as defined within the purchase agreement will be reflected within other income or expense, as appropriate. For the
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three month period ended March 31, 2022, unrealized fair value measurement activity related to these shares was not significant.
Included within “All other” acquisition consideration is approximately $452 million of consideration, including estimated earn-out liabilities, for INTREN. Total cash paid for acquisitions, net, includes approximately $78 million of cash acquired. The shares of MasTec common stock transferred in connection with the HMG acquisition consisted of approximately 2.0 million shares, as determined based on the terms of the purchase agreement, valued at approximately $182 million, based on the market price of the Company’s common stock on the date of closing.
The contingent consideration included in the table above is composed of earn-out liabilities, which equal a portion of the acquired companies’ earnings before interest, taxes, depreciation and amortization (“EBITDA”) in excess of thresholds agreed upon with the sellers, if applicable. The earn-out arrangements for the 2021 acquisitions generally range from 1 to 5-year5-year terms, as set forth in the respective purchase agreements, and are valued at approximately $40$100 million in the aggregate, of which approximately $26 million isaggregate. The earn-out arrangement for the INTREN acquisition included within current liabilities as“All other” acquisitions had a term of June 30, 2021.less than 1 year. Earn-outs are generally payable annually and are recorded within other current and other long-term liabilities in the consolidated balance sheets. See Note 4 - Fair Value of Financial Instruments for details pertaining to fair value estimates for the Company’s earn-out arrangements. As of June 30, 2021,March 31, 2022, the range of remaining potential undiscounted earn-out liabilities for the 2021 acquisitions was estimated to be up to $86between $13 million and $133 million; however, there is no maximum payment amount. Determination of the estimated fair values of the net assets acquired and the estimated earn-out liabilities and consideration transferred for certain of these acquisitions was preliminary as of June 30, 2021;March 31, 2022; as a result, further adjustments to these estimates may occur.
2020 Acquisitions. During the year ended December 31, 2020, MasTec completed 5 acquisitions. These acquisitions included the equity interests of 2 entities. Through a consolidated subsidiary, the Company acquired all of the equity interests in a heavy civil infrastructure construction company that is included within the Company’s Clean Energy and Infrastructure segment. As of the date of acquisition, the Company’s ownership interest in the consolidated subsidiary was 96%, and as of both June 30, 2021 and December 31, 2020, was 91%, with the non-controlling interests owned by members of subsidiary management. The Company also acquired all of the equity interests in a utility service and telecommunications construction contractor that is included within the Company’s Communications segment. Additionally, the Company acquired the assets of 3 entities in 2020, 1 that specializes in wireless telecommunications and 1 that specializes in install-to-the-home services, both of which are included within the Company’s Communications segment, and 1 that specializes in electrical transmission services that is included within the Company’s Electrical Transmission segment.
The aggregate purchase price for these entities was composed of approximately $23.6 million in cash, net of cash acquired, with an additional $3.1 million due through 2023, subject to certain indemnification provisions, and earn-out liabilities with 5-year terms valued at approximately $8.3 million. As of June 30, 2021, the range of remaining potential undiscounted earn-out liabilities for the 2020 acquisitions was estimated to be up to $12 million; however, there is no maximum payment amount. Determination of the estimated fair values of net assets acquired and earn-out liabilities for certain of these acquisitions was preliminary as of June 30, 2021; as a result, further adjustments to these estimates may occur.
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Pro Forma Financial Information and Acquisition Results.forma results. For the three month periods ended June 30,March 31, 2022 and 2021, and 2020, unaudited supplemental pro forma revenue totaled approximately $2.0 billion and $1.9$2.4 billion, respectively,respectively. For the three month period ended March 31, 2022, unaudited supplemental pro forma net loss totaled $34.4 million, and for the three month period ended March 31, 2021, unaudited supplemental pro forma net income totaled approximately $81.6 million and $58.6 million, respectively. For the six month periods ended June 30, 2021 and 2020, unaudited supplemental pro forma revenue totaled approximately $4.0 billion and $3.6 billion, respectively, and unaudited supplemental pro forma net income totaled approximately $151.2 million and $95.5 million, respectively.$43.5 million.
Acquisition-related results. For the three month period ended March 31, 2022, the Company’s consolidated results of operations included acquisition-related revenue of approximately $704.7 million, including a total of $548.1 million for HMG and sixINTREN. For the three month periodsperiod ended June 30,March 31, 2021, the Company’s consolidated results of operations included acquisition-related revenue of approximately $271.4$86.8 million. Acquisition-related net losses totaled approximately $4.3 million for the three month period ended March 31, 2022, and $358.2 million, respectively, and includedfor the three month period ended March 31, 2021, acquisition-related net income oftotaled approximately $3.5$1.2 million, and $4.7 million, respectively, based on the Company’s consolidated effective tax rates. For the three and six month periods ended June 30, 2020, the Company’s consolidated results of operations included acquisition-related revenue of approximately $63.5 million and $113.0 million, respectively, and included acquisition-related net income of approximately $0.4 million and acquisition-related net losses of approximately $0.5 million, respectively, based on the Company’s consolidated effective tax rates. These acquisition-related results include amortization of acquired intangible assets and acquisition integration costs, and exclude the effects of acquisition costs and interest expense associated with consideration paid for the related acquisitions.
Acquisition and integration costs. The Company incurred certain acquisition and integration costs in connection with its fourth quarter 2021 acquisitions, which costs are included within general and administrative expenses in the Company’s consolidated statements of operations. Acquisition and integration costs include i) the costs of integrating acquired entities, such as: employee termination expenses, including employee compensation relating to the elimination of certain positions that were determined to be redundant, and other integration-type costs, including facility consolidation expenses, lease termination expenses, system migration expenses, training, operating cost redundancies and other integration costs, as well as ii) legal, professional and other fees associated with the consummation of an acquisition. The Company is currently in the process of integrating these acquisitions and expects to incur additional acquisition and integration expenses in 2022. Acquisition and integration costs for the three month period ended March 31, 2022 totaled approximately $13.6 million, and as of March 31, 2022, approximately $1.1 million was included within current liabilities within the consolidated balance sheets related to such costs.
Note 4 – Fair Value of Financial Instruments
The Company’s financial instruments includeare primarily composed of cash and cash equivalents, accounts and notes receivable, cash collateral deposited with insurance carriers, life insurance assets, equity investments, certain other investments, deferred compensation plan assets and liabilities, accounts payable and other current liabilities, acquisition-related contingent consideration and additional contingent payments, mandatorily redeemable non-controlling interests convertible debentures and debt obligations.
Fair value is the price that would be received to sell an asset or the amount paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value guidance establishes a valuation hierarchy, which requires maximizing the use of observable inputs when measuring fair value. The three levels of inputs that may be used are: (i) Level 1 - quoted market prices in active markets for identical assets or liabilities; (ii) Level 2 - observable market-based inputs or other observable inputs; and (iii) Level 3 - significant unobservable inputs that cannot be corroborated by observable market data, which are generally determined using valuation models incorporating management estimates of market participant assumptions.
Acquisition-Related Contingent Consideration and Other Liabilities
Acquisition-related contingent consideration and other liabilities is composed of earn-outs, which represent the estimated fair value of future amounts payable for businesses, including for mandatorily redeemable non-controlling interests (together, “Earn-outs”), that are contingent upon the acquired business achieving certain levels of earnings in the future. As of June 30, 2021March 31, 2022 and December 31, 2020,2021, the estimated fair value of the Company’s Earn-out liabilities totaled $119.8$160.0 million and $135.2$160.2 million, respectively, of which $16.8$13.9 million and $18.8 million, respectively, related to mandatorily redeemable non-controlling interests.interests as of both periods. Earn-out liabilities included within other current liabilities totaled approximately $58.9$39.1 million and $48.1$38.8 million as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively. The fair values of the Company’s Earn-out liabilities are estimated using income approaches such as discounted cash flows or option pricing models, both of which incorporate significant inputs not observable in the market (Level 3 inputs), including management’s estimates and entity-specific assumptions, and are evaluated on an ongoing basis. Key assumptions include the discount rate, which, as of June 30, 2021,March 31, 2022, ranged from 12.0% to 23.5%18.3%, with a weighted average rate of 13.0%13.3% based on the relative fair value of each instrument, and probability-weighted projections of earnings before interest, taxes, depreciation and amortization (“EBITDA”). Significant changes in any of these assumptions could result in significantly higher or lower potential Earn-out liabilities. The ultimate payment amounts for the Company’s Earn-out liabilities will be determined based on the actual results achieved by the acquired businesses. As of June 30, 2021,March 31, 2022, the range of potential undiscounted Earn-out liabilities was estimated to be between $17$41 million and $189$211 million; however,
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there is no maximum payment amount.
Earn-out activity consists primarily of additions from new business combinations; changes in the expected fair value of future payment obligations; and payments. Additions from new business combinations totaled $40.1approximately $1.7 million for both the three month period ended March 31, 2022, and sixfor the three month periodsperiod ended June 30,March 31, 2021, andthere were no additions. Measurement period adjustments totaled $7.2a decrease of approximately $1.9 million for both the three and six month periodsperiod ended June 30, 2020. There were 0 measurement period adjustments in either of the three or six month periods ended June 30, 2021. For the three and six month periods ended June 30, 2021, fair value adjustments totaled net decreases of $8.9 million and $9.3 million, respectively,March 31, 2022 and related primarily to decreases in the Company’s Oil and Gas and Clean Energy and Infrastructure segments, partially offset by increases insegment. There were no measurement period adjustments for the Company’s Communications segment.three month period ended March 31, 2021. For the three month period ended June 30, 2020,March 31, 2022, there were no fair value adjustments, net, were de minimis, and for the sixthree month period ended June 30, 2020,March 31, 2021, fair value adjustments across multiple segments totaled a net and measurement period adjustments totaled increasesdecrease of $1.7 million and $1.1 million, respectively, and related to businesses in the Company’s Oil and Gas and Communications segments.approximately $0.4 million. There were no Earn-out payments totaled $46.2 million for bothin either of the three and six month periods ended June 30, 2021, including approximately $2.1 million related to mandatorily redeemable non-controlling interests, and totaled $50.4 million for both the three and six month periods ended June 30, 2020. Earn-out payments, to the extent they relate to estimated liabilities as of the date of acquisition, are classified within financing activities in the consolidated statements of cash flows, whereas Earn-out payments in excess of acquisition date liabilities are classified within operating activities in the consolidated statements of cash flows. The method of determining the amount of excess of acquisition-date liabilities was revised in the fourth quarter of 2020 to more closely align the cash flow presentation for such amounts with the economics of the contingent consideration arrangement. Accordingly, all prior year periods have been updated to conform with the current year presentation.March 31, 2022 or 2021.
Equity Investments
The Company’s equity investments as of June 30, 2021March 31, 2022 include: (i) the Company’s 33% equity interests in Trans-Pecos Pipeline, LLC (“TPP”) and Comanche Trail Pipeline, LLC (“CTP,” and together with TPP, the “Waha JVs”); (ii) a 15% equity interest in Cross Country Infrastructure Services, Inc. (“CCI”); (iii) the Company’s 50% equity interests in each of FM Technology Holdings, LLC, FM USA Holdings, LLC and All Communications Solutions Holdings, LLC, collectively “FM Tech”; (iv) the Company’s equity interests in American Virtual Cloud Technologies, Inc., or “AVCT” (“AVCT”); (v) the Company’s interests in certain proportionately consolidated non-controlled contractual joint ventures; and (vi) certain other equity investments.
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Investment Arrangements. From time to time, the Company may participate in selected investment or strategic arrangements, including equity interests in various business entities and participation in contractual joint ventures. Someventures, some of these investment or strategic arrangementswhich may involve the extension of loans or other types of financing including approximately $3 million each of financing receivables and financing commitments as of December 31, 2020, neither of which was outstanding as of June 30, 2021.arrangements. The Company has determined that certain of its investment arrangements are variable interest entities (“VIEs”). As of June 30, 2021,March 31, 2022, except for one individually insignificant VIE, the Company does not have the power to direct the primary activities that most significantly impact the economic performance of its VIEs nor is it the primary beneficiary. Accordingly, except for the previously mentioned VIE, the Company’s VIEs are not consolidated.
Equity investments, other than those accounted for as equity method investments or those that are proportionately consolidated, are measured at fair value if their fair values are readily determinable. Equity investments that do not have readily determinable fair values are measured at cost, adjusted for changes from observable market transactions, if any, less impairment (“adjusted cost basis”). As of June 30, 2021March 31, 2022 and December 31, 2020,2021, the aggregate carrying value of the Company’s equity investments, including equity investments measured on an adjusted cost basis, totaled approximately $248$280 million and $220$267 million, respectively. As of June 30, 2021both March 31, 2022 and December 31, 2020,2021, equity investments measured on an adjusted cost basis, including the Company’s $15 million investment in CCI, totaled approximately $18 million and $17 million, respectively.$20 million. There were 0 material changes in the fair values of, orno impairments related to these investments during anyin either of the three or six month periods ended June 30, 2021March 31, 2022 or 2020.2021.
The Waha JVs. The Waha JVs own and operate certain pipeline infrastructure that transports natural gas to the Mexican border for export. The Company’s investments in the Waha JVs are accounted for as equity method investments. Equity in earnings related to the Company’s proportionate share of income from the Waha JVs, which is included within the Company’s Other segment, totaled approximately $8.6$7.4 million and $16.3$7.7 million for the three and six month periods ended June 30,March 31, 2022 and 2021, respectively, and totaled $7.6 million and $15.3 million for the three and six month periods ended June 30, 2020, respectively. Distributions of earnings from the Waha JVs, which are included within operating cash flows.flows, totaled $3.1 million for the three month period ended March 31, 2022. There were 0no distributions of earnings in either of the three or six month periods ended June 30, 2021, and for the three and six month periodsperiod ended June 30, 2020, distributions of earnings totaled $5.2 million and $7.9 million, respectively.March 31, 2021. Cumulative undistributed earnings from the Waha JVs, which represents cumulative equity in earnings for the Waha JVs less distributions of earnings, totaled $83.6$99.2 million as of June 30, 2021.March 31, 2022. The Company’s net investment in the Waha JVs, which differs from its proportionate share of the net assets of the Waha JVs due primarily to equity method goodwill associated with capitalized investment costs, totaled approximately $201$234 million and $175$216 million as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively.
The Waha JVs are party to separate non-recourse financing facilities, each of which are secured by pledges of the equity interests in the respective entities, as well as a first lien security interest over virtually all of their assets. The Waha JVs are also party to certain interest rate swaps (the “Waha JV swaps”), which are accounted for as qualifying cash flow hedges. The Company reflects its proportionate share of any unrealized fair market value gains or losses from fluctuations in interest rates associated with these swaps within other comprehensive income or loss, as appropriate. For the three and six month periodsperiod ended June 30, 2021,March 31, 2022, the Company’s proportionate share of unrecognized unrealized activity on the Waha JV swaps totaled losses of approximately $4.9 million and gains of approximately $12.3$18.2 million, respectively, or $3.7 million and $9.4$13.8 million, net of tax, respectively. Forand for the three and six month periodsperiod ended June 30, 2020, the Company’s proportionate share of unrecognized unrealized activity on the Waha JV swapsMarch 31, 2021, totaled lossesgains of approximately $1.7$17.3 million, and $32.0 million, respectively, or $1.3 million and $24.3$13.1 million, net of tax, respectively.tax.
Other Investments. The Company hasAs of March 31, 2022, the Company’s investments in AVCT. These investmentsAVCT, which are included within other current assets in the Company’s consolidated financial statements, include (i) shares of AVCT common stock, which are equity securities, and (ii) warrants for the purchase of AVCT common stock, which are derivative financial instruments, and (iii)instruments. Previously, the Company’s investment in AVCT included debentures that arewere convertible into shares of AVCT common stock, which arewere available-for-sale securities. In the third quarter of 2021, the Company’s investment in AVCT convertible debentures was automatically converted into shares of AVCT common stock. As of June 30, 2021March 31, 2022 and December 31, 2020,2021, the Company’s ownership interest in AVCT’s common stock represented by the AVCT shares, totaled approximately 8% and 9%, respectively,3% for both periods, and its aggregate ownership interest, assuming the exercise and conversion of all legally exercisable warrants and convertible debt into AVCT common stock, totaled approximately 21% as5% and 6%, respectively.
As of both June 30, 2021March 31, 2022 and December 31, 2020. José R. Mas, MasTec’s Chief Executive Officer, was a director of AVCT through the end of March 2020.  The Company paid an aggregate of approximately $5 million for its investments in AVCT, all of which are included within other long-term assets in the Company’s consolidated financial statements. The Company does not have the ability to exert significant influence over the operating and financial policies of AVCT.
As of June 30, 2021, and December 31, 2020, the aggregate fair value of the Company’s investments in AVCT approximated $19$3 million and $17$8 million, respectively. For the three month period ended June 30, 2021, the Company recorded unrealizedrespectively, with an aggregate cost approximating $6 million as of both periods. Unrealized fair value measurement gains, net, on the AVCT securities within other income totaling approximately $1.0 million, primarilyactivity related to the AVCT shares, and for the six month period ended June 30, 2021, unrealized fair value measurement losses, net, on the AVCT securities, were de minimis. Beginning in the second quarter of 2021, the fair value of the shares was determinedwhich is based on the market price of identical securities, which is a Level 1 input. Previously,input, and is recorded within other income or expense, net, totaled losses of approximately $4.8 million for the fair valuethree month period ended March 31, 2022, and totaled losses, net, of approximately $1.0 million for the shares was adjusted for certain restrictions on sale, which is a Level 3 input. These restrictions expired in Aprilthree month period ended March 31, 2021. Unrealized fair value measurement gains, net, recognized in other income for these securities totaled $3.8 million for both the three and six month periods ended June 30, 2020, respectively. For the three and six month periods ended June 30, 2021, unrealized fair value measurement gains onactivity related to the AVCT convertible debentures for which fair value is determined based on Level 3 inputs and recognized within other comprehensive income totaled gains of approximately $0.3$1.0 million, and $1.3 million, respectively, or $0.2 million and $1.0$0.8 million, net of tax, respectively.for the three month period ended March 31, 2021.
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During the first quarter of 2021, MasTec committed to fund up to $2.5 million for a 75% equity interest in Confluence Networks, LLC (“Confluence”), an undersea fiber-optic communications systems developer and VIE,VIE. As of March 31, 2022, a total of $1.7 million had been funded, of which $0.6$0.4 million and $1.0 million werewas funded during the three and six month periods ended June 30, 2021, respectively.first quarter of 2021. Equity in losses related to the Company’s proportionate share of income from this investment totaled $0.3$0.2 million and $0.1 million for both the three and six month periods ended June 30, 2021.March 31, 2022 and 2021, respectively. As of June 30, 2021,March 31, 2022, MasTec had less than a majority of the members on the board and determined that it did not have a controlling financial interest.interest, and therefore does not have the power to direct the primary activities that most significantly impact its economic performance, nor is it the primary beneficiary. The Company has the ability to exert significant influence over the VIE,Confluence; and as a result, the Company’saccounts for its investment in Confluence was accounted for as an equity method investment as of June 30, 2021.
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March 31, 2022.
The Company has equity interests in certain telecommunications entities that are accounted for as equity method investments, for whichinvestments. As of both March 31, 2022 and December 31, 2021, the Company had an aggregate investment of approximately $20 million and $19 million, respectively,in these entities, including $17 million and $16 million, respectively, for FM Tech, as of June 30, 2021 and December 31, 2020. The initial investment in FM Tech provided for an additional $9 million of purchase price upon resolution of certain contingencies, of which $2 million was paid in the first quarter of 2021. As of June 30, 2021, approximately $3 million of contingent payment liabilities were included within other current liabilities.Tech. For the three month periodmonths periods ended June 30,March 31, 2022 and 2021, the Company made 0 equity contributions related to theseits investments in telecommunications entities totaling approximately $0.5 million and for the six month period ended June 30, 2021, made equity contributions of approximately $2 million. The Company made 0 equity contributions during either of the three or six month periods ended June 30, 2020.$2.0 million, respectively. Equity in losses, net, related to the Company’s proportionate share of income from these telecommunications entities totaled approximately $1$0.3 million for both the three month periods ended March 31, 2022 and 2021. The difference between the carrying amount of these investments and the Company’s underlying equity in the net assets of the respective entities relates primarily to equity method goodwill associated with assembled workforce for each of the three and six month periods ended June 30, 2021 and 2020.these entities.
Certain of these telecommunications entities provide services to MasTec. Expense recognized in connection with services provided by these entities totaled $2.4$1.0 million and $3.6$1.8 million for the three month periods ended June 30,March 31, 2022 and 2021, and 2020, respectively, and totaled $4.1 million and $6.3 million for the six month periods ended June 30, 2021 and 2020, respectively. As of June 30, 2021 and DecemberMarch 31, 2020,2022, related amounts payable to these entities were de minimis, and as of December 31, 2021, totaled $0.5 million and $0.2 million, respectively.$0.3 million. In addition, the Company hashad an employee leasing arrangement with one of these entities and has advanced certain amounts to these entities. Charges to this entity were de minimis for bothFor the three and six month periodsperiod ended June 30, 2021,March 31, 2022, there were no employee lease expenses or advances, and totaled $0.2 million for both the three and six month periods ended June 30, 2020. As of June 30, 2021 and December 31, 2020, related amounts receivable totaled $0.5 million and $0.4 million, respectively. There were 0 amounts advanced to these entities for the three month period ended June 30,March 31, 2021, advances totaled approximately $0.2 million. As of March 31, 2022 and December 31, 2021, employee lease and advances receivable totaled approximately $0.7 million and $0.9 million, respectively.
The Company has 49% equity interests in certain entities included within its Power Delivery segment that are accounted for as equity method investments, for which its aggregate investment as of both March 31, 2022 and December 31, 2021 totaled approximately $4 million. For the sixthree month period ended June 30, 2021,March 31, 2022, equity in losses, net, related to these entities totaled approximately $0.1 million. Certain of these entities provide construction services to MasTec. Expense recognized in connection with construction services provided by these entities totaled approximately $3.6 million for the three month period ended March 31, 2022. As of March 31, 2022, related amounts advancedpayable totaled $0.2approximately $0.1 million. In addition, the Company has line of credit arrangements with these investees, providing for up to $8.5 million of borrowing availability, of which amount$0.4 million was outstandingdrawn as of June 30, 2021.both March 31, 2022 and December 31, 2021, which amounts are included within other current assets in the consolidated balance sheets.

Senior Notes
As of both June 30, 2021March 31, 2022 and December 31, 2020,2021, the gross carrying amount of the Company’s 4.50% senior notes due August 15, 2028 (the “4.50% Senior Notes”) totaled $600 million, and their estimated fair value, as determined based on an exit price approach using Level 1 inputs, totaled $627.0$594.8 million and $625.5$619.5 million, respectively.
Note 5 – Accounts Receivable, Net of Allowance, and Contract Assets and Liabilities
The following table provides details of accounts receivable, net of allowance, and contract assets (together, “accounts receivable, net”) as of the dates indicated (in millions):
June 30,
2021
December 31,
2020
March 31,
2022
December 31,
2021
Contract billingsContract billings$874.4 $805.0 Contract billings$910.4 $1,027.1 
Less allowanceLess allowance(9.2)(20.5)Less allowance(7.9)(7.8)
Accounts receivable, net of allowanceAccounts receivable, net of allowance$865.2 $784.5 Accounts receivable, net of allowance$902.5 $1,019.3 
RetainageRetainage271.5 287.7 Retainage272.9 296.8 
Unbilled receivablesUnbilled receivables832.2 682.0 Unbilled receivables1,051.4 931.1 
Contract assetsContract assets$1,103.7 $969.7 Contract assets$1,324.3 $1,227.9 
Contract billings represent the amount of performance obligations that have been billed but have not yet been collected. Contractcollected, whereas contract assets consist of unbilled receivables and retainage. Unbilled receivables represent the estimated value of unbilled work for projects with performance obligations recognized over time. Retainage represents a portion of the contract amount that has been billed, but for which the contract allows the customer to retain a portion of the billed amount until final contract settlement (generally, from 5% to 10% of contract billings). The increase in the unbilled receivables balance as of June 30, 2021 was driven by ordinary course project activity associated with the Company’s 2021 acquisitions, as well as increased project activity across multiple segments. For the sixthree month period ended June 30,March 31, 2022, provisions for credit losses were de minimis, and for the three month period ended March 31, 2021, provisions for credit losses totaled a recovery of $11.0$7.7 million resulting from the successful collection efforts forof previously reserved amounts. For the six month period ended June 30, 2020, provisions for credit losses totaled $12.3 million. Impairment losses on contract assets were not material in either period.
Contract liabilities consist primarily of deferred revenue. Under certain contracts, the Company may be entitled to invoice the customer and receive payments in advance of performing the related contract work. In those instances, the Company recognizes a liability for advance billings
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in excess of revenue recognized, which is referred to as deferred revenue. Contract liabilities also include the amount of any accrued project losses. ContractTotal contract liabilities, including accrued project losses, totaled approximately $238.9$298.3 million and $228.4$314.0 million as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively, of which deferred revenue comprised approximately $217.4$286.3 million and $203.0$296.1 million, respectively. For the three and six month periodsperiod ended June 30, 2021,March 31, 2022, the Company recognized revenue of approximately $19.3$186.2 million and $166.1 million, respectively, related to amounts that were included in deferred revenue as of December 31, 2020,2021, resulting primarily from the advancement of physical progress on the related projects during the related periods.period.
The Company is party to non-recourse financing arrangements in the ordinary course of business, under which certain receivables are settled with the customer’s bank in return for a nominal fee. Discount charges related to these arrangements, which are included within interest expense, net, totaled approximately $0.8$1.0 million and $1.4$0.8 million for the three month periods ended June 30,March 31, 2022 and 2021, and 2020, respectively, and totaled $1.5 million and $3.2 million for the six month periods ended June 30, 2021 and 2020, respectively.
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Note 6 – Property and Equipment, Net
The following table provides details of property and equipment, net, including property and equipment held under finance leases as of the dates indicated (in millions):
June 30,
2021
December 31,
2020
March 31,
2022
December 31,
2021
LandLand$11.1 $6.0 Land$40.0 $40.0 
Buildings and leasehold improvementsBuildings and leasehold improvements49.2 40.5 Buildings and leasehold improvements93.9 94.1 
Machinery and equipmentMachinery and equipment2,088.8 1,875.5 Machinery and equipment2,495.7 2,411.0 
Office furniture and equipmentOffice furniture and equipment232.4 221.6 Office furniture and equipment270.7 262.6 
Construction in progressConstruction in progress28.1 26.1 Construction in progress60.1 32.7 
Total property and equipmentTotal property and equipment$2,409.6 $2,169.7 Total property and equipment$2,960.4 $2,840.4 
Less accumulated depreciation and amortizationLess accumulated depreciation and amortization(1,308.4)(1,187.4)Less accumulated depreciation and amortization(1,475.7)(1,404.3)
Property and equipment, netProperty and equipment, net$1,101.2 $982.3 Property and equipment, net$1,484.7 $1,436.1 
The gross amount of capitalized internal-use software, which is included within office furniture and equipment, totaled $161.0$179.4 million and $154.1$176.4 million as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively. Capitalized internal-use software, net of accumulated amortization, totaled $35.0$43.5 million and $34.3$43.9 million as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively. The effects of accrued capital expenditures are excluded from the Company’s consolidated statements of cash flows given their non-cash nature.
Note 7 – Debt
The following table provides details of the carrying values of debt as of the dates indicated (in millions):
DescriptionDescriptionMaturity DateJune 30,
2021
December 31,
2020
DescriptionMaturity DateMarch 31,
2022
December 31,
2021
Senior secured credit facility:September 19, 2024
Senior credit facility:Senior credit facility:November 1, 2026
Revolving loansRevolving loans$292.4 $32.7 Revolving loans$690.5 $772.3 
Term loanTerm loan392.5 397.5 Term loan350.0 350.0 
4.50% Senior Notes4.50% Senior NotesAugust 15, 2028600.0 600.0 4.50% Senior NotesAugust 15, 2028600.0 600.0 
Finance lease and other obligationsFinance lease and other obligations313.1 288.5 Finance lease and other obligations299.8 310.3 
Total debt obligationsTotal debt obligations$1,598.0 $1,318.7 Total debt obligations$1,940.3 $2,032.6 
Less unamortized deferred financing costsLess unamortized deferred financing costs(14.4)(16.0)Less unamortized deferred financing costs(17.6)(18.5)
Total debt, net of deferred financing costsTotal debt, net of deferred financing costs$1,583.6 $1,302.7 Total debt, net of deferred financing costs$1,922.7 $2,014.1 
Current portion of long-term debtCurrent portion of long-term debt163.1 145.1 Current portion of long-term debt134.0 137.9 
Long-term debtLong-term debt$1,420.5 $1,157.6 Long-term debt$1,788.7 $1,876.2 
Senior Secured Credit Facility
TheAs of March 31, 2022, the Company’s senior securedunsecured credit facility (the “Credit Facility”) hashad aggregate borrowing commitments totaling approximately $1.75$2.0 billion, which amount is composed of $1.35$1.65 billion of revolving commitments and a term loan with an original principal amount of $400 million.$350 million (the “Term Loan”). The term loanTerm Loan is subject to amortization in quarterly principal installments of $2.5 million, which commenced in December 2020. This amount will increase to $5.0approximately $2.2 million commencing in December 2021.March 2023, which quarterly installments increase to approximately $4.0 million in March 2025 until maturity. Quarterly principal installments on the term loanTerm Loan are subject to adjustment, if applicable, for certain prepayments.
As of June 30, 2021March 31, 2022 and December 31, 2020,2021, outstanding revolving loans, which included $22$0.5 million and $33$32.3 million, respectively, of borrowings denominated in foreign currencies, accrued interest at weighted average rates of approximately 1.37%1.60% and 1.87%2.32% per annum, respectively. The term loanTerm Loan accrued interest at rates of 1.35%1.71% and 1.40%1.35% as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively. Letters of credit of approximately $97.5$198.6 million and $133.6$166.3 million were issued as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively. As of both June 30, 2021March 31, 2022 and December 31, 2020,2021, letter of credit fees accrued at 0.375%0.4375% per annum for performance standby letters of credit and at 1.25% per annum for financial standby letters of credit. Outstanding letters of credit mature at various dates and most have automatic renewal provisions,
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subject to prior notice of cancellation. As of June 30, 2021March 31, 2022 and December 31, 2020,2021, availability for revolving loans totaled $1.0 billion$760.9 million and $1.2 billion,$711.5 million, respectively, or up to $552.5$451.4 million and $516.4$483.7 million, respectively, for new letters of credit. Revolving loan borrowing capacity included $278.0$299.5 million and $267.3$267.7 million of availability in either Canadian dollars or Mexican pesos as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively. The unused facility fee as of both June 30, 2021March 31, 2022 and December 31, 20202021 accrued at 0.20%a rate of 0.175% per annum.
The Credit Facility is guaranteed by certain subsidiaries of the Company (the “Guarantor Subsidiaries”) and the obligations under the Credit Facility are secured by substantially all of the Company’s and the Guarantor Subsidiaries’ respective assets, subject to certain exceptions.not secured.
Other Credit Facilities. The Company has other credit facilities that supportsupport: (i) the working capital requirements of its foreign operations and (ii) certain letter of credit issuances. There were 0no outstanding borrowings under the Company’s other credit facilities as of either June 30, 2021March 31, 2022 or December 31, 2020.2021. Additionally, the Company has a separate credit facility, under which it may issue up to $50.0 million of performance standby
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letters of credit.  As of June 30, 2021March 31, 2022 and December 31, 2020,2021, letters of credit issued under this facility totaled $26.2$18.4 million and $18.2$22.2 million, respectively, and accrued fees at 0.40% and 0.50% per annum respectively.as of both periods. The Company’s other credit facilities are subject to customary provisions and covenants.
Debt Guarantees and Covenants
The 4.50% Senior Notes are fully and unconditionally guaranteed on a senior unsecured, joint and several basis by certain of the Company’s wholly-owned domestic restricted subsidiaries that guarantee its existing credit facilities, subject to certain exceptions.facilities. MasTec was in compliance with the provisions and covenants of its outstanding debt instruments as of both June 30, 2021March 31, 2022 and December 31, 2020.2021.
Additional Information
As of June 30, 2021March 31, 2022 and December 31, 2020,2021, accrued interest payable, which is recorded within other accrued expenses in the consolidated balance sheets, totaled $11.7$5.3 million and $12.4$11.7 million, respectively. For additional information pertaining to the Company’s debt instruments, see Note 7 - Debt in the Company’s 20202021 Form 10-K.
Note 8 – Lease Obligations
In the ordinary course of business, the Company enters into agreements that provide financing for machinery and equipment and for other of its facility, vehicle and equipment needs, including related party leases. As of June 30, 2021,March 31, 2022, the Company’s leases have remaining lease terms of up to nineeleven years. Lease agreements may contain renewal clauses, which, if elected, generally extend the term of the lease for one to five years for both equipment and facility leases. Certain lease agreements may also contain options to purchase the leased property and/or options to terminate the lease. In addition, lease agreements may include periodic adjustments to payment amounts for inflation or other variables, or may require payments for taxes, insurance, maintenance or other expenses, which are generally referred to as non-lease components. The Company’s lease agreements do not contain significant residual value guarantees or material restrictive covenants.
Finance Leases
The gross amount of assets held under finance leases as of June 30, 2021March 31, 2022 and December 31, 20202021 totaled $628.8$651.1 million and $563.0$653.5 million, respectively. Assets held under finance leases, net of accumulated depreciation, totaled $466.3$458.3 million and $418.7$468.5 million as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively. Depreciation expense associated with finance leases totaled $18.7$20.3 million and $16.8$19.0 million for the three month periods ended June 30,March 31, 2022 and 2021, and 2020, respectively, and totaled $37.7 million and $32.6 million for the six month periods ended June 30, 2021 and 2020, respectively.
Operating Leases
Operating lease additions for the three and six month periods ended June 30,March 31, 2022 and 2021 totaled $79.7$26.9 million and $85.3$5.5 million, respectively, which included additions from recent acquisitions. For the six month period ended June 30, 2021, acquisition-related operating lease additions totaled $74.6 million. Operating lease additions for the three and six month periods ended June 30, 2020 totaled $7.5 million and $13.3 million, respectively.
For the three month periods ended June 30,March 31, 2022 and 2021, and 2020, rent expense for leases that have terms in excess of one year totaled approximately $28.1$34.0 million and $26.8$27.4 million, respectively, of which $2.9$3.0 million and $2.8 million, respectively, represented variable lease costs. For the six month periods ended June 30, 2021 and 2020, rent expense for such leases totaled approximately $55.5 million and $62.1 million, respectively, of which $5.1 million and $5.7$2.2 million, respectively, represented variable lease costs. The Company also incurred rent expense for leases with terms of one year or less totaling approximately $130.8$74.3 million and $72.9$110.1 million for the three month periods ended June 30,March 31, 2022 and 2021, and 2020, respectively. Rent expense for such leases totaled approximately $240.9 million and $150.4 million for the six month periods ended June 30, 2021 and 2020, respectively. Rent expense for operating leases is generally consistent with the amount of the related payments, which payments are included within operating activities in the consolidated statements of cash flows.
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Additional Lease Information
Future minimum lease commitments as of June 30, 2021March 31, 2022 were as follows (in millions):
 Finance
Leases
Operating
Leases
2021, remaining six months$81.9 $54.0 
2022127.7 72.6 
202374.2 42.9 
202434.1 30.0 
20257.4 18.6 
Thereafter1.0 24.9 
Total minimum lease payments$326.3 $243.0 
Less amounts representing interest(13.6)(14.6)
Total lease obligations, net of interest$312.7 $228.4 
Less current portion
145.4 85.6 
Long-term portion of lease obligations, net of interest
$167.3 $142.8 
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 Finance
Leases
Operating
Leases
2022, remaining nine months$110.3 $74.3 
2023102.6 71.9 
202462.6 56.2 
202532.1 36.1 
20264.4 22.1 
Thereafter— 27.2 
Total minimum lease payments$312.0 $287.8 
Less amounts representing interest(13.2)(14.0)
Total lease obligations, net of interest$298.8 $273.8 
Less current portion
133.2 92.1 
Long-term portion of lease obligations, net of interest
$165.6 $181.7 
As of June 30, 2021,March 31, 2022, finance leases had a weighted average remaining lease term of 2.52.7 years and a weighted average discount rate of 3.5%3.2%. Non-cancelable operating leases had a weighted average remaining lease term of 3.94.4 years and a weighted average discount rate of 3.1%2.8% as of June 30, 2021.March 31, 2022. As of March 31, 2022, future lease obligations for leases that had not yet commenced totaled approximately $7.3 million. These leases commence in 2022 with lease terms ranging from 1 year to 11 years.
Note 9 – Stock-Based Compensation and Other Employee Benefit Plans
The Company has stock-based compensation plans, under which shares of the Company’s common stock are reserved for issuance, including the MasTec, Inc. Amended and Restated 2013 Incentive Compensation Plan (the “Restated 2013 Incentive Plan”), which became effective in May 2021, and which amends and restates the MasTec, Inc. 2013 Incentive Compensation Plan (as amended from time to time, the “2013 Incentive Plan”). The Restated 2013 Incentive Plan increases the total number of shares of MasTec, Inc. common stock reserved and available for delivery pursuant to awards under the Restated 2013 Incentive Plan by 1,150,000 shares.issuance. Under all stock-based compensation plans in effect as of June 30, 2021,March 31, 2022, there were approximately 3,666,0003,408,000 shares available for future grant.
Non-cash stock-based compensation expense under all plans totaled $6.1$6.3 million and $5.8$5.5 million for the three month periods ended June 30,March 31, 2022 and 2021, and 2020, respectively, and totaled $11.6 million and $9.9 million for the six month periods ended June 30, 2021 and 2020, respectively. Income tax benefits associated with stock-based compensation arrangements totaled $1.2$2.2 million and $1.4$1.1 million for the three month periods ended June 30,March 31, 2022 and 2021, and 2020, respectively, including net tax benefits related to the vesting of share-based payment awards totaling $0.1 million for the three month period ended June 30, 2021. Net tax deficiencies related to the vesting of share-based payment awards for the three month period ended June 30, 2020 were de minimis. For the six month periods ended June 30, 2021 and 2020, income tax benefits totaled $2.3$0.9 million and $2.2 million, respectively, including net tax benefits related to the vesting of share-based payment awards totaling $0.1 million and net tax deficiencies totaling $0.2 million, respectively.
Restricted Shares
MasTec grants restricted stock awards and restricted stock units (together, “restricted shares”) to eligible participants, which are valued based on the closing market share price of MasTec common stock (the “market price”) on the date of grant. During the restriction period, holders of restricted stock awards are entitled to vote the shares. As of June 30, 2021,March 31, 2022, total unearned compensation related to restricted shares was approximately $40.5$50.6 million, which amount is expected to be recognized over a weighted average period of approximately 2.02.2 years. The fair value of restricted shares that vested, which is based on the market price on the date of vesting, totaled $0.5$19.0 million and $0.9$10.9 million for the three month periods ended June 30,March 31, 2022 and 2021, and 2020, respectively, and totaled $11.3 million and $6.5 million for the six month periods ended June 30, 2021 and 2020, respectively.
Activity, restricted shares: (a)
Activity, restricted shares: (a)
Restricted
Shares
Per Share Weighted Average Grant Date Fair Value
Activity, restricted shares: (a)
Restricted
Shares
Per Share Weighted Average Grant Date Fair Value
Non-vested restricted shares, as of December 31, 20201,845,341 $34.90 
Non-vested restricted shares, as of December 31, 2021Non-vested restricted shares, as of December 31, 20211,748,685 $43.73 
GrantedGranted155,795 93.39 Granted168,910 86.95 
VestedVested(115,028)52.10 Vested(226,335)46.88 
Canceled/forfeitedCanceled/forfeited(14,400)30.58 Canceled/forfeited(3,400)34.96 
Non-vested restricted shares, as of June 30, 20211,871,708 $38.75 
Non-vested restricted shares, as of March 31, 2022Non-vested restricted shares, as of March 31, 20221,687,860 $47.66 
(a)    Includes 2,5001,800 and 2,3001,300 restricted stock units as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively.
Employee Stock Purchase Plans
The Company has certain employee stock purchase plans (collectively, “ESPPs”), under which shares of the Company’s common stock are available for purchase by eligible participants. Effective January 1, 2021, the Company’s ESPPs were amended (the “Amended ESPPs”), eliminating the look-back option and changing the offering period from three months to two weeks. Under the Amended ESPPs, eligible participants are permitted to purchase MasTec, Inc. common stock at 85% of the fair market value of the shares on the date of purchase, which occurs on the last trading day of each two week offering period. Previously, these plans allowed participants to purchase MasTec, Inc. common stock at 85% ofAt the fair market value of the shares at the lower of (i) the date of commencement of the offering period or (ii) the last day of the offering period, as defined in the plan documents. Prior to January 1, 2021, the fair value ofCompany’s discretion, share purchases under the ESPPs was estimated using the Black-Scholes option-pricing valuation model. The Company may issuebe satisfied by delivering newly issued common shares to plan participants or reacquire common shares reacquired on the open market or in privately negotiated transactions, at the Company’s discretion.transactions.
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For the three and six month periods ended June 30,March 31, 2022 and 2021, 20,19124,737 shares and 39,03318,843 shares, respectively, were purchased by participants under the Company’s ESPPs for $1.8$1.9 million, and $3.2$1.4 million, respectively, which shares were reacquired by the Company on the open market. For the three and six month periods ended June 30, 2020, 100,660 shares and 154,059 shares, respectively, were purchased by participants for $2.4 million and $3.9 million, respectively, which shares were newly issued by the Company. Compensation expense associated with the Company’s ESPPs totaled approximately $0.2$0.3 million and $0.8 million for both the three month periods ended June 30,March 31, 2022 and 2021, and 2020, respectively, and totaled approximately $0.5 million and $1.2 million for the six month periods ended June 30, 2021 and 2020, respectively.
Note 10 – Other Retirement Plans
Multiemployer Plans. Certain of MasTec’s subsidiaries contribute amounts to multiemployer pension and other multiemployer benefit plans and trusts (“MEPPs”). Contributions are generally based on fixed amounts per hour per employee for employees covered under these plans. Multiemployer plan contribution rates are determined annually and assessed on a “pay-as-you-go” basis based on union employee payrolls. Union
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payrolls cannot be determined for future periods because the number of union employees employed at a given time, and the plans in which they participate, vary depending upon the location and number of ongoing projects and the need for union resources in connection with those projects. Total contributions to multiemployer plans and the related number of employees covered by these plans for the periods indicated were as follows:
Multiemployer Plans
Covered Employees
Contributions (in millions)
LowHighPensionOther MultiemployerTotal
For the Three Months Ended June 30:
20212,532 6,979 $21.7 $8.0 $29.7 
20201,424 1,469 $6.9 $2.1 $9.0 
For the Six Months Ended June 30:
20212,412 6,979 $44.2 $10.2 $54.4 
20201,119 1,469 $12.3 $3.8 $16.1 
Multiemployer Plans
Covered Employees
Contributions (in millions)
LowHighPensionOther MultiemployerTotal
For the Three Months Ended March 31:
20226,601 6,672 $17.0 $13.2 $30.2 
20212,412 2,532 $22.5 $2.2 $24.7 
The fluctuations in the number of employees covered under multiemployer plans and related contributions in the table above related primarily to the timing of activity for the Company’s union resource-based projects,projects. For the majority of which arethree month period ended March 31, 2022, multiemployer plan activity was driven primarily by acquisition-related project work within its oil and gas operations, as well as the effect of the Company’s Power Delivery operations, whereas for the three month period ended March 31, 2021, acquisitions.activity was driven primarily by projects within the Company’s Oil and Gas operations.
Note 11 – Equity
Share Activity
The Company’s share repurchase programs provide for the repurchase of shares of MasTec common stock from time to time in open market transactions or in privately negotiated transactions in accordance with applicable securities laws. There were 0 share repurchases under theThe Company’s share repurchase programs in either ofdo not have an expiration date and may be modified or suspended at any time at the three or six month periods ended June 30, 2021. DuringCompany’s discretion. For the sixthree month period ended June 30, 2020,March 31, 2022, the Company repurchased 3.60.2 million shares of its common stock for an aggregate purchase price totaling approximately $120.2$13.8 million, of which $0.80.1 million wasshares were repurchased duringfor $8.6 million under the second quarter.Company’s December 2018 $100 million share repurchase program, which completed the program. The remaining 0.1 million shares were repurchased for $5.2 million under the Company’s March 2020 $150 million share repurchase program. Subsequent to March 31, 2022, the Company repurchased an additional 0.5 million shares of its common stock for an aggregate purchase price of $35.8 million. There were no share repurchases under the Company’s share repurchase programs for the three month period ended March 31, 2021. As of June 30, 2021, $158.6March 31, 2022, $144.8 million was available for future share repurchases under all of the Company’s open share repurchase programs, which included $8.6 million under the Company’s December 2018 share repurchase program, and the full amount of the Company’s March 2020 $150 million share repurchase program.
Accumulated Other Comprehensive Loss
UnrealizedFor the three month periods ended March 31, 2022 and 2021, unrealized foreign currency translation activity, net, for each of the three and six month periods ended June 30, 2021 and 2020 relates to the Company’s operations in Canada and Mexico. ForUnrealized investment activity for the three month period ended June 30, 2021, unrealized investment activity includes unrealized losses on the interest rate swaps associated with the Waha JVs, offset, in part, byMarch 31, 2022 relates to unrealized gains on the AVCT convertible debentures. ForWaha JV swaps, and for the sixthree month period ended June 30,March 31, 2021, unrealized investment activity includes unrealized gains on both the interest rate swaps associated with the Waha JVsJV swaps and on the Company’s investment in AVCT convertible debentures. For the three and six month periods ended June 30, 2020, unrealized losses on investment activity related to the Waha JV swaps. See Note 4 - Fair Value of Financial Instruments for additional information pertaining to the Waha JV swaps and AVCT convertible debentures.information.
Note 12 – Income Taxes
In determining the quarterly provision for income taxes, management uses an estimated annual effective tax rate based on forecasted annual pre-tax income, permanent tax differences, statutory tax rates and tax planning opportunities in the various jurisdictions in which the Company operates. The effect of significant discrete items is separately recognized in the quarter(s) in which they occur. For the three month periods ended June 30,March 31, 2022 and 2021, and 2020, the Company’s consolidated effective tax rates were 26.3%27.3% and 26.7%, respectively. For the six month periods ended June 30, 2021 and 2020, the Company’s consolidated effective tax rates were 28.4% and 18.6%30.7%, respectively. The Company’s effective tax rate for the sixthree month period ended June 30,March 31, 2022 included a net tax benefit of approximately $0.9 million related to the vesting of share-based payment awards, and for the three month period ended March 31, 2021, included the negative effect of $2.3 million related to non-deductible share-based compensation, and for the six month period ended June 30, 2020, benefited from the release of approximately $9.6 million of certain valuation allowances on Canadian deferred tax assets that were no longer necessary.compensation.
Note 13 – Segments and Related Information
Segment Discussion
The Company manages its operations under 5 operating segments, which represent its 5 reportable segments: (1) Communications; (2) Clean Energy and Infrastructure; (3) Oil and Gas; (4) Electrical TransmissionPower Delivery and (5) Other. This structure is generally focused on broad end-user markets for the Company’s labor-based construction services. All 5 reportable segments derive their revenue from the engineering, installation and maintenance of infrastructure, primarily in North America. In the first quarter of 2022, the Company began integration of HMG. The HMG
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acquisition was completed on December 30, 2021, with its initial balance sheet reported within the Company’s Power Delivery segment. During the first quarter of 2022, the Company reported portions of HMG’s operations within its Power Delivery, Communications and Oil and Gas segments, as appropriate, and HMG’s corporate functions within its Corporate results. Accordingly, HMG’s December 31, 2021 balance sheet information was recast to conform with the new reporting structure.
The Communications segment performs engineering, construction, maintenance and customer fulfillment activities related to communications infrastructure, primarily for wireless and wireline/fiber communications and install-to-the-home customers, as well as infrastructure for utilities, among others. The Clean Energy and Infrastructure segment primarily serves energy, utility, government and other end-markets through the installation and construction of power generation facilities, primarily from clean energy and renewable sources, such as wind, solar, biomass, natural gas and hydrogen, as well as battery storage for renewable energy and various types of heavy civil and industrial infrastructure. The
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Company performs engineering, construction and maintenance services for pipelines and processing facilities for the energy and utilities industries through its Oil and Gas segment. The Electrical TransmissionPower Delivery segment primarily serves the energy and utility industries through the engineering, construction and maintenance of power transmission and distribution infrastructure, including electrical and gas transmission lines, and substations, including electrical distribution network systems.systems and substations. The Other segment includes certain equity investees, the services of which vary from those provided by the Company’s primary segments, as well as other small business units that perform construction and other services for a variety ofcertain international end-markets.
Earnings before interest, taxes, depreciation and amortization (“EBITDA”) is the measure of profitability used by management to manage its segments and, accordingly, in its segment reporting. As appropriate, the Company supplements the reporting of its consolidated financial information determined in accordance with U.S. GAAP with certain non-U.S. GAAP financial measures, including EBITDA. The Company believes these non-U.S. GAAP measures provide meaningful information and help investors understand the Company’s financial results and assess its prospects for future performance. The Company uses EBITDA to evaluate its performance, both internally and as compared with its peers, because it excludes certain items that may not be indicative of the Company’s core operating results for its reportable segments, as well as items that can vary widely across different industries or among companies within the same industry. Segment EBITDA is calculated in a manner consistent with consolidated EBITDA.
Summarized financial information for MasTec’s reportable segments is presented and reconciled to consolidated financial information for total MasTec in the following tables, including a reconciliation of consolidated income before income taxes to EBITDA, all of which are presented in millions. The tables below may contain slight summation differences due to rounding.
For the Three Months Ended June 30,For the Six Months Ended June 30,For the Three Months Ended March 31,
Revenue:Revenue:2021202020212020Revenue:20222021
Communications (a)
Communications (a)
$630.4 $654.3 $1,199.0 $1,298.4 
Communications (a)
$664.2 $568.6 
Clean Energy and InfrastructureClean Energy and Infrastructure481.5 426.1 831.9 712.4 Clean Energy and Infrastructure435.9 350.4 
Oil and GasOil and Gas621.4 368.5 1,346.9 727.6 Oil and Gas211.0 725.5 
Electrical Transmission232.5 124.1 366.0 252.2 
Power DeliveryPower Delivery650.5 133.5 
OtherOther0.0 0.1 0.0 0.1 Other0.0 0.0 
EliminationsEliminations(3.1)(3.8)(5.7)(4.8)Eliminations(7.2)(2.6)
Consolidated revenueConsolidated revenue$1,962.7 $1,569.3 $3,738.1 $2,985.9 Consolidated revenue$1,954.4 $1,775.4 
(a)    Revenue generated primarily by utilities customers represented 20.6%25.6% and 14.9%20.1% of Communications segment revenue for the three month periods ended June 30,March 31, 2022 and 2021, and 2020, respectively, and represented 20.4% and 15.0% for the six month periods ended June 30, 2021 and 2020, respectively.
For the Three Months Ended June 30,For the Six Months Ended June 30,For the Three Months Ended March 31,
EBITDA:EBITDA:2021202020212020EBITDA:20222021
CommunicationsCommunications$72.7 $76.4 $121.5 $127.2 Communications$40.3 $48.9 
Clean Energy and InfrastructureClean Energy and Infrastructure15.6 30.1 26.4 35.0 Clean Energy and Infrastructure10.9 10.9 
Oil and GasOil and Gas138.1 80.1 305.7 154.5 Oil and Gas21.5 167.6 
Electrical Transmission9.3 (3.2)12.9 5.1 
Power DeliveryPower Delivery46.1 3.6 
OtherOther8.3 7.5 15.8 14.9 Other6.9 7.4 
CorporateCorporate(19.9)(31.0)(59.8)(62.9)Corporate(47.0)(40.0)
Consolidated EBITDAConsolidated EBITDA$224.1 $159.9 $422.5 $273.8 Consolidated EBITDA$78.7 $198.4 
For the Three Months Ended June 30,For the Six Months Ended June 30,
Depreciation and Amortization:2021202020212020
Communications$23.8 $21.4 $45.6 $41.0 
Clean Energy and Infrastructure10.5 4.7 18.1 8.7 
Oil and Gas56.2 32.1 108.3 60.2 
Electrical Transmission14.1 6.6 20.2 12.4 
Other0.0 0.0 0.0 0.0 
Corporate2.8 2.7 5.7 5.7 
Consolidated depreciation and amortization$107.4 $67.5 $197.9 $128.0 
For the three month period ended March 31, 2022, Power Delivery, Communications, Oil and Gas and Corporate EBITDA included $7.0 million, $0.8 million, $2.0 million and $3.8 million, respectively, of acquisition and integration costs related to the Company’s fourth quarter 2021 acquisitions.
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For the Three Months Ended June 30,For the Six Months Ended June 30,
EBITDA Reconciliation:2021202020212020
Income before income taxes$102.8 $77.6 $198.3 $114.1 
Plus:
Interest expense, net13.8 14.8 26.3 31.8 
Depreciation87.5 57.7 166.8 110.8 
Amortization of intangible assets19.9 9.8 31.2 17.2 
Consolidated EBITDA$224.1 $159.9 $422.5 $273.8 
For the Three Months Ended March 31,
Depreciation and Amortization:20222021
Communications$29.0 $21.8 
Clean Energy and Infrastructure11.4 7.6 
Oil and Gas31.6 52.1 
Power Delivery35.7 6.1 
Other0.0 0.0 
Corporate3.1 2.9 
Consolidated depreciation and amortization$110.8 $90.5 
Assets:March 31,
2022
December 31, 2021 (a)
Communications$2,156.6 $2,100.9 
Clean Energy and Infrastructure970.5 1,067.0 
Oil and Gas1,509.8 1,527.6 
Power Delivery2,038.6 2,017.2 
Other263.0 238.1 
Corporate149.5 170.6 
Consolidated segment assets$7,088.0 $7,121.4 
(a)     Segment assets as of December 31, 2021 were recast during the first quarter of 2022 to conform with the change in segment reporting for the HMG acquisition, the effect of which was a decrease in Power Delivery segment assets of $192.2 million, an increase in assets for the Communications and Oil and Gas segments of $69.4 million and $77.0 million, respectively, and an increase in Corporate assets of $45.8 million.
For the Three Months Ended March 31,
EBITDA Reconciliation:20222021
(Loss) income before income taxes$(48.1)$95.4 
Plus:
Interest expense, net16.0 12.5 
Depreciation85.2 79.3 
Amortization of intangible assets25.6 11.2 
Consolidated EBITDA$78.7 $198.4 
Foreign Operations and Other. MasTec has operations in North America,operates primarily in the United States and Canada, and, to a far lesser extent, in Mexico, the Caribbean and India. Revenue derived from U.S. operations totaled $1.9 billion and $1.6$1.7 billion for the three month periods ended June 30,March 31, 2022 and 2021, and 2020, respectively, and totaled $3.7 billion and $2.9 billion for the six month periods ended June 30, 2021 and 2020, respectively. Revenue derived from foreign operations totaled $33.4$24.5 million and $14.0$46.4 million for the three month periods ended June 30,March 31, 2022 and 2021, and 2020, respectively, and totaled $79.9 million and $59.6 million for the six month periods ended June 30, 2021 and 2020, respectively, substantially all of which was derived primarily from the Company’s Canadian operations in its Oil and Gas segment.segment, and, to a lesser extent, from the Company’s operations in Mexico. Long-lived assets held in the U.S. included property and equipment, net, of $1.1$1.5 billion and $959.5 million$1.4 billion as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively, and, for the Company’s businesses in foreign countries, totaled $21.5$24.6 million and $22.8$24.5 million, respectively. Intangible assets and goodwill, net, related to the Company’s U.S. operations totaled approximately $1.8$2.2 billion and $1.4$2.1 billion as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively, and for the Company’s businesses in foreign countries, totaled approximately $48.2$42.8 million and $50.5$43.8 million as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively. The majoritySubstantially all of the Company’s long-lived and intangible assets and goodwill in foreign countries relate to its Canadian operations. As of June 30, 2021March 31, 2022 and December 31, 2020,2021, amounts due from customers from which foreign revenue was derived accounted for approximately 3%1% and 5%2%, respectively, of the Company’s consolidated net accounts receivable position, which represents accounts receivable, net, less deferred revenue. Revenue from governmental entities for the three and six month periods ended June 30,March 31, 2022 and 2021 totaled approximately 6% and 5%4% of total revenue, respectively, and for both the three and six month periods ended June 30, 2020 totaled approximately 2% of total revenue, substantially all of which was derived from the Company’s U.S. operations.
Significant Customers
Revenue concentration information for significant customers as a percentageFor the three month period ended March 31, 2022, no customer represented greater than 10% of the Company’s total consolidated revenue, was as follows:
For the Three Months Ended June 30,For the Six Months Ended June 30,
Customer:2021202020212020
Enbridge, Inc. (a)
12%1%18%1%
AT&T (b)
12%19%12%21%
Permian Highway Pipeline (c)
0%10%0%7%
(a)and for the three month period ended March 31, 2021, Enbridge, Inc. represented 25% of the Company’s total consolidated revenue.  The Company’s relationship with Enbridge, Inc. is based upon various construction contracts for pipeline activities, for which the related revenue is included within the Oil and Gas segment.
(b)    The Company’s relationship with AT&T is based upon multiple separate master service and other service agreements, including for installation and maintenance services, as well as construction/installation contracts for AT&T’s: (i) wireless; (ii) wireline/fiber; and (iii) various install-to-the-home businesses. Revenue from AT&T is included within the Communications segment. The decrease in AT&T revenue for the three and sixmonth periods ended June 30, 2021 as compared with the same periods in 2020 was primarily due to lower levels of wireless services, including from the effects of temporary project timing delays related to recently completed 5G spectrum auctions, and, for the six month period ended June 30, 2021, was also due to the effects of the COVID-19 pandemic.
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(c)    The Company's relationship with Permian Highway Pipeline is based upon various construction contracts for pipeline activities, for which the related revenue is included in the Oil and Gas segment.


Note 14 – Commitments and Contingencies
MasTec is subject to a variety of legal cases, claims and other disputes that arise from time to time in the ordinary course of its business, including project contract price disputes, other project-related liabilities and acquisition purchase price disputes. MasTec cannot provide assurance that it will be successful in recovering all or any of the potential damages it has claimed or in defending claims against the Company. The outcome of such cases, claims and disputes cannot be predicted with certainty and an unfavorable resolution of one or more of them could have a material adverse effect on the Company’s business, financial condition, results of operations and cash flows. In the third quarter of 2021, a settlement was finalized in favor of MasTec for approximately $25 million. As of March 31, 2022, $19 million remained outstanding, which amount is due in 2022.
Other Commitments and Contingencies
Leases.Leases. In the ordinary course of business, the Company enters into non-cancelable operating leases for certain of its facility, vehicle and equipment needs, including related party leases. See Note 8 - Lease Obligations and Note 15 - Related Party Transactions.
Letters of Credit. In the ordinary course of business, the Company is required to post letters of credit for its insurance carriers and surety bond providers and in support of performance under certain contracts as well as certain obligations associated with the Company’s equity investments and other strategic arrangements, including its variable interest entities. Such letters of credit are generally issued by a bank or similar financial institution. The letter of credit commits the issuer to pay specified amounts to the holder of the letter of credit under certain conditions. If
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this were to occur, the Company would be required to reimburse the issuer of the letter of credit, which, depending upon the circumstances, could result in a charge to earnings. As of June 30, 2021March 31, 2022 and December 31, 2020,2021, there were $123.7$217.0 million and $151.8$188.5 million, respectively, of letters of credit issued under the Company’s credit facilities. The Company is not aware of any material claims relating to its outstanding letters of credit as of June 30, 2021March 31, 2022 or December 31, 2020.2021.
Performance and Payment Bonds. In the ordinary course of business, MasTec is required by certain customers to provide performance and payment bonds for contractual commitments related to its projects. These bonds provide a guarantee to the customer that the Company will perform under the terms of a contract and that the Company will pay its subcontractors and vendors. If the Company fails to perform under a contract or to pay its subcontractors and vendors, the customer may demand that the surety make payments or provide services under the bond. The Company must reimburse the surety for expenses or outlays it incurs. As of June 30, 2021March 31, 2022 and December 31, 2020,2021, outstanding performance and payment bonds approximated $1,919.1$2,230.2 million and $764.8$2,155.2 million, respectively, and estimated costs to complete projects secured by these bonds totaled $724.4$780.1 million and $263.2$768.8 million as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively. Included in these balances as of June 30,both March 31, 2022 and December 31, 2021 are $115.0 million of outstanding performance and payment bonds issued on behalf of the Company’s proportionately consolidated non-controlled contractual joint ventures, representing the Company’s proportionate share of the total bond obligation for the related projects.
Investment and Strategic Arrangements. The Company holds undivided interests, ranging from 85% to 90%, in multiple proportionately consolidated non-controlled contractual joint ventures that provide infrastructure construction services for electrical transmission projects, as well as undivided interests ranging from 30% to 50% in 3 civil construction projects. Income and/or losses incurred by these joint ventures are generally shared proportionally by the respective joint venture members, with the members of the joint ventures jointly and severally liable for all of the obligations of the joint venture. The respective joint venture agreements provide that each joint venture partner indemnify the other party for any liabilities incurred by such joint venture in excess of its ratable portion of such liabilities. Thus, it is possible that the Company could be required to pay or perform obligations in excess of its share if the other joint venture partners fail or refuse to pay or perform their respective share of the obligations. As of June 30, 2021,March 31, 2022, the Company was not aware of material future claims against it in connection with these arrangements. Included in the Company’s cash balances as of June 30, 2021March 31, 2022 and December 31, 20202021 are amounts held by entities that are proportionately consolidated totaling $6.9$26.8 million and $8.2$14.6 million, respectively. These amounts are available to support the operations of those entities, but are not available for the Company’s other operations. In addition, the Company provided $0.7 million of project-related financing to its contractual joint ventures for the six month period ended June 30, 2021.
The Company has other investment and strategic arrangements, under which it may incur costs or provide financing, performance, financial and/or other guarantees. See Note 4 - Fair Value of Financial Instruments and Note 15 - Related Party Transactions for additional information pertaining to the Company’s investment and strategic arrangements.
Self-Insurance.Self-Insurance. MasTec maintains insurance policies for workers’ compensation, general liability and automobile liability, which are subject to per claim deductibles. The Company is self-insured up to the amount of the deductible. The Company also maintains excess umbrella coverage. AsThe Company manages certain of June 30, 2021its insurance liabilities indirectly through its wholly-owned captive insurance company, which reimburses claims up to the applicable insurance limit. Cash balances held by the Company’s captive insurance company, which totaled approximately $0.3 million as of both March 31, 2022 and December 31, 2020,2021, are generally not available for use in the Company’s other operations.
As of March 31, 2022 and December 31, 2021, MasTec’s estimated liability for unpaid claims and associated expenses, including incurred but not reported losses related to theseits insurance policies, totaled $145.6$186.2 million and $129.6$189.8 million, respectively, of which $89.4$119.5 million and $86.1$126.5 million, respectively, were reflected within other long-term liabilities in the consolidated balance sheets. MasTec also maintains an insurance policy with respect to employee group medical claims, which is subject to annual per employee maximum losses. MasTec’s estimated liability for employee group medical claims totaled $5.1$4.6 million and $4.3$4.2 million as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively.
The Company is required to post collateral, generally in the form of letters of credit, surety bonds and cash to certain of its insurance carriers. Insurance-related letters of credit for the Company’s workers’ compensation, general liability and automobile liability policies amounted to $64.1$154.3 million and $59.3$125.7 million as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively. OutstandingAs of both March 31, 2022 and December 31, 2021, outstanding surety bonds related to self-insurance programs amounted to $37.4 million as of both June 30, 2021 and December 31, 2020.$52.9 million.
Collective Bargaining Agreements and Multiemployer Plans. As discussed in Note 10 - Other Retirement Plans, certain of MasTec’s subsidiaries are party to various collective bargaining agreements with unions representing certain of their employees, which require the Company to pay specified wages, provide certain benefits and contribute certain amounts to MEPPs. The Employee Retirement Income Security Act of 1974, as
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amended by the Multiemployer Pension Plan Amendments Act of 1980 (collectively, “ERISA”), which governs U.S.-registered MEPPs, subjects employers to substantial liabilities in the event of an employer’s complete or partial withdrawal from, or upon termination of, such plans.
The Company currently contributes, and in the past, has contributed to, plans that are underfunded, and, therefore, could have potential liability associated with a voluntary or involuntary withdrawal from, or termination of, these plans. As of June 30, 2021,March 31, 2022, the Company does not have plans to withdraw from, and is not aware of circumstances that would reasonably lead to material claims against it, in connection with the MEPPs in which it participates. There can be no assurance, however, that the Company will not be assessed liabilities in the future, including in the form of a surcharge on future benefit contributions or increased contributions on underfunded plans. The amount the Company could be obligated to pay or contribute in the future cannot be estimated, as these amounts are based on future levels of work of the union employees covered by these plans, investment returns, which could be negatively affected by economic and market conditions, and the level of underfunding of such plans. In connection with the HMG acquisition, the Company assumed an obligation related to HMG’s 2016 withdrawal from a multiemployer pension plan, under which HMG is obligated to make quarterly payments of approximately $74,000 through 2036. As of March 31, 2022 and December 31, 2021, a withdrawal liability of approximately $3.3 million and $3.4 million, respectively, was recorded within other current and other long-term liabilities within the consolidated balance sheets related to this obligation.
Indemnities. The Company generally indemnifies its customers for the services it provides under its contracts, as well as other specified liabilities, which may subject the Company to indemnity claims, liabilities and related litigation. As of June 30, 2021both March 31, 2022 and December 31, 2020,2021, the Company washad accrued project close-out liabilities of approximately $40 million. The Company is not aware of any other material asserted or unasserted claims in connection with theseits potential indemnity obligations.
Other Guarantees. From time to time in the ordinary course of its business, MasTec guarantees the obligations of its subsidiaries, including obligations under certain contracts with customers, certain lease obligations, and in some states, obligations in connection with obtaining contractors’ licenses. MasTec has also issued performance and other guarantees in connection with certain of its equity investments. MasTec also generally warrants the work it performs following substantial completion of a project. Much of the work performed by the Company is evaluated for defects shortly after the work is completed. If warranty claims occur, the Company could be required to repair or replace warrantied items, or, if
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customers elect to repair or replace the warrantied item using the services of another provider, the Company could be required to pay for the cost of the repair or replacement. Warranty claims have historically not been material.
Concentrations of Risk.The In the third quarter of 2021, DIRECTV® was spun off from AT&T. As a result, for customer reporting purposes, AT&T and DIRECTV® are reported separately and all prior periods have been updated to give retroactive effect to the spin-off of DIRECTV® from AT&T. For the three month period ended March 31, 2022, the Company had approximately 460850 customers. There were no customers for the six month period ended June 30, 2021. As of June 30, 2021, one customer accounted for approximately 12%that represented greater than 10% of the Company’s consolidated net accounts receivable position, which represents accounts receivable, net, less deferred revenue. Asrevenue, as of either March 31, 2022 or December 31, 2020, two customers each accounted for2021. For the three month periods ended March 31, 2022 and 2021, the Company derived approximately 15% and 12%42% and 66%, respectively, of the Company’s consolidated net accounts receivable position. In addition, the Company derived 55% and 66% of its revenue from its top ten customers for the three month periods ended June 30, 2021 and 2020, respectively, and derived 60% and 63% of its revenue from its top ten customers for the six month periods ended June 30, 2021 and 2020, respectively.customers.
Note 15 – Related Party Transactions
MasTec purchases, rents and leases equipment and purchases various types of supplies and services used in its business, including ancillary construction services, project-related site restoration and marketing and business development activities, from a number of different vendors on a non-exclusive basis, and from time to time, rents equipment to, sells certain supplies, or performs construction services on behalf of, entities in which members of subsidiary management have ownership or commercial interests. For the three month periods ended June 30,March 31, 2022 and 2021, and 2020, such payments to related party entities totaled approximately $30.7$6.8 million and $16.2 million, respectively, and for the six month periods ended June 30, 2021 and 2020, totaled approximately $51.1 million and $41.5$20.5 million, respectively. Payables associated with such arrangements totaled approximately $0.5$0.9 million and $8.9$0.6 million as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively. Revenue from such related party arrangements totaled approximately $0.9$3.8 million and $1.3$1.1 million for the three month periods ended June 30,March 31, 2022 and 2021, and 2020, respectively, and totaled approximately $2.1 million and $2.3 million for the six month periods ended June 30, 2021 and 2020, respectively. Related amounts receivable, net, totaled approximately $0.4$3.3 million and $0.5$0.4 million as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively.
The Company rents and leases equipment and purchases certain supplies and servicing from CCI. Juan Carlos Mas, who is the brother of Jorge Mas, Chairman of MasTec’s Board of Directors, and José R. Mas, MasTec’s Chief Executive Officer, serves as the chairman of CCI, and a member of management of a MasTec subsidiary and an entity that is owned by the Mas family are minority owners. MasTec paid CCI $5.6$1.0 million and $1.0$5.0 million, net of rebates, respectively, for the three month periods ended June 30,March 31, 2022 and 2021, and 2020, and paid approximately $10.7 million and $1.4 million, respectively, for the six month periods ended June 30, 2021 and 2020 related to this activity. Amounts payable to CCI, net of rebates receivable, totaled approximately $5.1$0.6 million and $4.2$0.8 million as of June 30, 2021March 31, 2022 and December 31, 2020,2021, respectively.
MasTec has a subcontracting arrangement with an entity for the performance of construction services, the minority owners of which include an entity controlled by Jorge Mas and José R. Mas, along with 2 members of management of a MasTec subsidiary. For the three month period ended June 30,March 31, 2022, subcontracting expenses under these arrangements were de minimis, and for the three month period ended March 31, 2021, MasTec incurred subcontracting expenses of approximately $16.8 million under these arrangements, and 0 subcontracting expenses were incurred for the three month period ended June 30, 2020. For the six month period ended June 30, 2021, MasTec incurred subcontracting expenses under these arrangements of approximately $45.8 million, and for the six month period ended June 30, 2020, incurred approximately $0.6 million, net.$29.0 million. As of June 30, 2021 and DecemberMarch 31, 2020,2022, related amounts payable were de minimis, and as of December 31, 2021, totaled approximately $14.9 million and $1.4 million, respectively.$0.5 million.
MasTec has a leasing arrangement for an aircraft that is owned by an entity that Jorge Mas owns. For both the three month periods ended June 30,March 31, 2022 and 2021, and 2020, MasTec paid approximately $0.6 million related to this leasing arrangement, and paid approximately $1.3 million for both the six month periods ended June 30, 2021 and 2020.arrangement.
MasTec performshas performed construction services on behalf of a professional Miami soccer franchise (the “Franchise”) in which Jorge Mas and José R. Mas are minoritymajority owners. Services provided by MasTec includehave included the construction of a soccer facility and stadium as well as wireless infrastructure services. MasTec may perform additional construction services for the Franchise in the future. For both the three and six month periodsperiod ended June 30,March 31, 2022 and 2021, charges under these arrangements were de minimis, and for the three and six month periods ended June 30, 2020, MasTec charged approximately $1.5 million and $5.5 million, respectively. Related amounts outstanding as of both June 30, 2021 and December 31, 2020 were de minimis. Payments for other expenses related to the Franchise for both the sixthree month periods ended June 30,March 31, 2022 and 2021 totaled approximately $0.1 million.
In connection with a fourth quarter 2021 acquisition, MasTec has a subcontracting arrangement to perform construction services for an entity, of which José R. Mas bought a minority interest, and 2020of which a member of management of a MasTec subsidiary owns the remaining interest.
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For the three month period ended March 31, 2022, revenue recognized by MasTec under this arrangement totaled approximately $28.8 million, and as of March 31, 2022, related amounts receivable totaled approximately $13.7 million. There were no amounts receivable as of December 31, 2021. MasTec pays a management fee to this entity in connection with the subcontracting arrangement. MasTec incurred approximately $0.2 million of management fee expense related to this arrangement for the three month period ended March 31, 2022, which there were 0 amounts outstandingamount was payable as of either June 30, 2021 or DecemberMarch 31, 2020.2022.
MasTec leases employees and provides satellite communicationscommunication services to a customer in which Jorge Mas and José R. Mas own a majority interest. Charges to this customer under these arrangements totaled approximately $0.3 million for both the three month periods ended June 30, 2021March 31, 2022 and 2020, and for the six month periods ended June 30, 2021 and 2020, totaled approximately $0.6 million and $0.7 million, respectively.2021. As of June 30, 2021both March 31, 2022 and December 31, 2020,2021, related amounts receivable totaled approximately $0.8 million and $0.9 million, respectively.million.
Amounts outstanding, net, for advances made by theThe Company has advanced amounts on behalf of a construction management firm specializing in steel building systemsan entity that was acquired by MasTec, ofin 2021. Amounts outstanding for such advances, which Juan Carlos Mas and José R. Mas, MasTec’s Chief Executive Officer, were minority owners at the time of acquisition, totaled approximately $0.3 million and $0.1 million as of June 30, 2021 and December 31, 2020, respectively. Outstanding amounts are expected to be settled under customary terms associated with the related purchase agreement.
Theagreement, totaled approximately $1.8 million and $0.5 million as of March 31, 2022 and December 31, 2021, respectively. Additionally, in 2021, the Company advanced amounts to the former owner of an acquired business. There were no remaining amounts outstanding as of March 31, 2022, and as of December 31, 2021, approximately $1.0 million of such advances was outstanding. In addition, the Company, through a second quarter 2020 acquisition, has a 25% interest in an entity, under which the acquired business and the 25%-owned owned entity have a subcontracting arrangement. The Company’s interest in this entity, for which post-acquisitionpost acquisition operating activity is de minimis, is accounted for as an equity method investment. For the three month period ended March 31, 2022, the Company made equity contributions to this entity of approximately $0.5 million. As of June 30, 2021March 31, 2022 and December 31, 2020,2021, the Company’s net investment in this entity was a liability of approximately $1.6$1.1 million and $2.0$1.6 million, respectively, which net amount includesamounts each included approximately $2.3 million and $1.9 million, respectively, of accounts receivable, net, less deferred revenue, related to the subcontracting arrangement. Additionally, the Company has certain arrangements with an entity in which members of management have an ownership interest, including a fee arrangement in conjunction with a $15.0 million letter of credit issued by the Company on behalf of this entity. For both the three and six month periods ended June 30,March 31, 2022 and 2021, approximately $0.2
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million and $0.4 million, respectively, of income was recognized in connection with these arrangements. As of both June 30, 2021March 31, 2022 and December 31, 2020,2021, related amounts receivable totaled $0.6 million and $0.4 million.
Non-controlling interests in entities consolidated by the Company represent ownership interests held by members of management of certain of the Company’s subsidiaries, primarily in the Company’s Oil and Gas segment.In June 2021, the Company acquired an additional 15% of the non-controlling interests in one of these entities from two members of subsidiary management for $6.8 million, in cash.respectively.
Split Dollar Agreements
MasTec has split dollar life insurance agreements with trusts, for one of which Jorge Mas is a trustee and onefor the other of which José R. Mas is a trustee. The Company paid $0.5 million and $0.7 million in both the second quarters of 2021 and 2020There were no payments made in connection with these agreements in either of the agreements for Jorge Mas and José R. Mas, respectively. As of June 30,three month periods ended March 31, 2022 or 2021, and December 31, 2020, life insurance assets associated with these agreements totaled approximately $23.4$24.0 million as of both March 31, 2022 and $22.2 million, respectively.December 31, 2021.
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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are not historical facts but are the intent, belief, or current expectations of our business and industry and the assumptions upon which these statements are based. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. All comments concerning our expectations for future revenue and operating results are based on our forecasts for our existing operations and do not include the potential impact of any future acquisitions, dispositions or other strategic arrangements. Words such as “anticipates,” “expects,” “intends,” “will,” “could,” “would,” “should,” “may,” “plans,” “believes,” “seeks,” “estimates,” “forecasts,” “targets” and variations of these words and negatives thereof and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties, assumptions and other factors, some of which are beyond our control, are difficult to predict, and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements. Additionally, many of these risks and uncertainties could be amplified by the ongoing COVID-19 pandemic.
These risks and uncertainties include those described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and elsewhere in this report and in our 20202021 Form 10-K, including those described under “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors,” as updated by Item 1A, “Risk Factors” in this report and other filings we make with the SEC. Forward-looking statements that were true at the time made may ultimately prove to be incorrect or false. Readers are cautioned to not place undue reliance on forward-looking statements, which reflect management’s view only as of the date of this report. We undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results.
ITEM 2.     MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following is a discussion and analysis of our business, financial condition and results of operations as of and for the three and six month periods ended June 30, 2021March 31, 2022 and 2020.2021. This discussion and analysis should be read in conjunction with our consolidated financial statements and notes thereto in Item 1 of this Quarterly Report on Form 10-Q (this “Form 10-Q”), and the audited consolidated financial statements, accompanying notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) contained in our 20202021 Form 10-K. In this MD&A, “$” means U.S. dollars unless specified otherwise.
Impact of the COVID-19 Pandemic and General Economic Conditions
The COVID-19 pandemic has disrupted business activities and significantly affected global economic conditions at the beginning ofsince 2020, and continuing into 2021 as federal, state and local governments imposed restrictions and mitigation measures to contain COVID-19 or slow its spread, resulting in workforce, supply chain and production disruptions and creating significant uncertainties inhas negatively affected our operations during the U.S. and global economies.same period. While the adverse effects of these restrictions and mitigation measures partially subsided in the United States beginning in the second half of 2020, the COVID-19 pandemic varieshave begun to subside, its effects vary by region, and uncertainties arising from the possibility of future restrictions remains,COVID-19 pandemic could continue to disrupt economic conditions and business activities, particularly as a new Delta variantvariants of COVID-19 appears to be causing an increase in COVID-19 cases.arise. The extent to which the COVID-19 pandemic, including the recent and emerging variants, could affect our business, operations and financial results is uncertain as it will depend upon numerous evolving factors that we may not be able to accurately predict, including the availability, acceptance, administration and effectiveness (and the duration of such effectiveness) of treatments and vaccines, along with thepredict. The length and extent of any continuing economic and market disruptions.
As a provider of essential services, all of our business segments continued to operate throughout the pandemic, and where safe and possible, our customers generally directed us to maintain normal work schedules. Our business model has, thus far, proven resilient, and we continue to adapt to the changing operational and economic environment that has resulted from the COVID-19 pandemic. Our top priority has been to take appropriate actions to protect the health and safety of our employees, customers and business partners. We adjusted our standard operating procedures within our business operations to ensure employee and customer safety and continually monitor evolving health guidelines and respond to changes as appropriate. These procedures have included implementation of specialized training programs, appropriate social distancing procedures and required use of personal protective equipment for our crew operations, as well as appropriate sanitation measures for key equipment and facilities, along with limiting non-essential business travel and incorporating work-at-home programs as appropriate for our administrative offices. In the first half of 2021, we began to reduce certain business travel restrictions and implement a phased-in return to our offices where COVID-related restrictions have eased, though certain work-at-home programsdisruptions are still in place. For in-office operations, appropriate safety and social distancing measures have been incorporated. We have also developed human resource guidance to assist our employees. In certain locations where our operations experienced challenges as a result of the pandemic, we have actively collaborated with our customers to minimize potential service disruptions and operational impacts.
The COVID-19 pandemic has had a negative impact on our operations since 2020 and may continue to affect our business activities throughout 2021. These impacts include lost productivity from governmental permitting approval delays, reduced crew productivity due to social distancing and other mitigation measures, the health and availability of work crews or other key personnel, including subcontractors or supply chain disruptions, and/or delayed project start dates, project shutdowns or cancellations that may be mandated or requested by governmental authorities or others, all of which could result in lower revenue or higher operating costs and/or create lower levels of overhead cost absorption. We continue to actively monitor the effects of the COVID-19 pandemic on our operations and may take further actions, as necessary, that we determine to be in the best interests of our employees, customers, business partners and stakeholders, or as required by federal, state, or local authorities. Additionally, disruptions in economic activity as a result of the COVID-19 pandemic have had, and may continue to have, adverse effects across our end markets, particularly in the oil and gas sector. To the extent that future business activities are adversely affected by the pandemic, we intend to take appropriate actions to mitigate any such impacts.
Several relief measures have been enacted in response to the effects of the COVID-19 pandemic, including the CARES Act and the Coronavirus Relief Act.  We have deferred approximately $59 million of payroll taxes under the CARES Act, half of which are due by December 31, 2021, with the remainder due by December 31, 2022. We will continue to monitor and evaluate the potential effects, usefulness of, and qualification
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for, additional COVID-19 relief measures on our financial position, results of operations and cash flows.
Notwithstanding moderation of the COVID-19 pandemic and easing of governmental and other restrictions, we may continue to experience negative effects on our business and operations from possible longer-term changes in consumer and customer behavior, and/or from continuing negative economic conditions. We believe that we have taken appropriate steps to mitigate the impacts of the COVID-19 pandemic on our business; however, the potential effects of the COVID-19 pandemic are uncertain, as they depend upon numerous evolving factors that we may not be able to accurately predict,unknown, and therefore, any future impacts on our business, financial condition and/or results of operations cannot be quantified or predicted with specificity.
We believe that we have taken appropriate steps to mitigate the effects of the COVID-19 pandemic on our business, and our business model has, thus far, proven resilient. We continue to actively monitor the effects of the COVID-19 pandemic on our operations and to the extent that future business activities are adversely affected by the pandemic, we intend to take appropriate actions designed to mitigate these impacts. Notwithstanding moderation of the COVID-19 pandemic and related governmental and other restrictions, we may continue to experience direct and indirect negative effects on our business and operations from possible longer-term changes in consumer and customer behavior and/or from negative economic conditions, including recent inflationary effects, rising interest rates and supply chain disruptions, including limited availability of products.
As of June 30, 2021,March 31, 2022, we maintained a strong balance sheet, have strong relationships with our banking partners and had ample liquidity totaling approximately $1.2$1.0 billion, comprising $1.0$0.8 billion of availability under our Credit Facility and $237$233 million of cash, notwithstanding substantial strategic business acquisition activity in the first half of 2021.cash. We believe that our financial position, strong cash flows and operational strengths will enable us to manage the current challenges and uncertainties resulting from the COVID-19 pandemic. Our business operations typically generate significant cash flow, affording us the flexibility to invest strategically in our efforts to maximize shareholder value through acquisitionsmergers and other strategic arrangements,acquisitions, share repurchases and capital expenditures. We are carefully managingmanage our liquidity and are monitoringwill continue to monitor any potential effects from the pandemic and changing economic conditions on our financial results, cash flows and/or working capital and intend to take appropriate actions in efforts to mitigate any impacts.
Business Overview
We are a leading infrastructure construction company operating mainly throughout North America across a range of industries. Our primary activities include the engineering, building, installation, maintenance and upgrade of communications, energy, utility and other infrastructure, such as: power delivery services, including transmission and distribution, wireless, wireline/fiber and customer fulfillment activities; power generation, primarily from clean energy and renewable sources; pipeline infrastructure; electrical utility transmissioninfrastructure, including natural gas pipeline and distribution;distribution infrastructure; heavy civil; and industrial infrastructure. Our customers are primarily in these industries. Including our predecessor companies, we have been in business for over 90 years. For the twelve month period ended June 30, 2021,March 31, 2022, we had an average of approximately 500660 locations and 21,000approximately 27,000 employees, and as of June 30, 2021,March 31, 2022, we had approximately 26,000750 locations and 28,000 employees. We offer our services primarily under the MasTec® and other service mark.marks. We have been consistently ranked among the top specialty contractors by Engineering News-Record for the past several years.
We provide our services to a diversified base of customers. We often provide services under master service and other service agreements, which are generally multi-year agreements. The remainder of our work is generated pursuant to contracts for specific projects or jobs that require the
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construction or installation of an entire infrastructure system or specified units within an infrastructure system.
We manage our operations under five operating segments, which represent our five reportable segments: (1) Communications; (2) Clean Energy and Infrastructure; (3) Oil and Gas; (4) Electrical TransmissionPower Delivery and (5) Other. This structure is generally focused on broad end-user markets for our labor-based construction services. In the first quarter of 2022, we began integration of HMG. The HMG acquisition was completed on December 30, 2021, with its initial balance sheet reported within our Power Delivery segment. During the first quarter of 2022, we reported portions of HMG’s operations within our Power Delivery, Communications and Oil and Gas segments, as appropriate, and HMG’s corporate functions within our Corporate results. Accordingly, HMG’s December 31, 2021 balance sheet information was recast to conform with the new reporting structure. See Note 13 - Segments and Related Information and Note 14 - Commitments and Contingencies in the notes to the consolidated financial statements, which are incorporated by reference, for additional information regarding our segment results and informationreporting and significant customer concentrations.
Backlog
Estimated backlog represents the amount of revenue we expect to realize over the next 18 months from future work on uncompleted construction contracts, including new contracts under which work has not begun, as well as revenue from change orders and renewal options. Our estimated backlog also includes amounts under master service and other service agreements and includes our proportionate share of estimated revenue from proportionately consolidated non-controlled contractual joint ventures. Estimated backlog for work under master service and other service agreements is determined based on historical trends, anticipated seasonal impacts, experience from similar projects and estimates of customer demand based on communications with our customers. Based on current expectations of our customers’ requirements, we anticipate that we will realize approximately 43%62% of our estimated June 30, 2021March 31, 2022 backlog in 2021.2022. The following table presents 18-month estimated backlog by reportable segment as of the dates indicated:
Reportable Segment (in millions):Reportable Segment (in millions):June 30,
2021
March 31,
2021
June 30,
2020
Reportable Segment (in millions):March 31,
2022
December 31, 2021 (a)March 31,
2021
CommunicationsCommunications$4,240 $3,751 $3,915 Communications$4,920 $4,583 $3,751 
Clean Energy and InfrastructureClean Energy and Infrastructure1,705 1,386 1,042 Clean Energy and Infrastructure1,693 1,543 1,386 
Oil and GasOil and Gas1,933 2,211 2,659 Oil and Gas1,382 1,171 2,211 
Electrical Transmission1,330 516 551 
Power DeliveryPower Delivery2,650 2,642 516 
OtherOther— — Other— — — 
Estimated 18-month backlogEstimated 18-month backlog$9,208 $7,864 $8,168 Estimated 18-month backlog$10,645 $9,939 $7,864 
(a)     Backlog as of December 31, 2021 was recast during the first quarter of 2022 to conform with the change in segment reporting for the HMG acquisition, the effect of which was a decrease in Power Delivery segment backlog of $223.0 million, and an increase in backlog for the Communications and Oil and Gas segments of $79.0 million and $144.0 million, respectively.
As of June 30, 2021, 53%March 31, 2022, 65% of our backlog is attributable to amounts under master service or other service agreements, pursuant to which our customers are not contractually committed to purchase a minimum amount of services. Most of these agreements can be canceled on short or no advance notice. Timing of revenue for construction and installation projects included in our backlog can be subject to change as a result of customer, regulatory or other delays or cancellations, including from economic or other conditions, including supply chain disruptions, inflationary and/or COVID-19 effects, climate-related matters, political unrest, such as the potential adverse effects of the COVID-19 pandemic on economic activity,ongoing military conflict in Ukraine, and/or other project-related factors. These changeseffects, among others, could cause estimated revenue to be realized in periods later than originally expected, or not at all. We occasionally experience postponements, cancellations and reductions in expected future work from master service agreements and/or construction projects due to changes in our customers’ spending plans, market volatility, changes in governmental permitting, regulatory delays and/or other
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factors. There can be no assurance as to our customers’ requirements or if actual results will be consistent with the estimates included in our forecasts. As a result, our backlog as of any particular date is an uncertain indicator of future revenue and earnings.
Backlog is a common measurement used in our industry. Our methodology for determining backlog may not, however, be comparable to the methodologies used by others. Backlog differs from the amount of our remaining performance obligations, which are described in Note 1 - Business, Basis of Presentation and Significant Accounting Policies in the notes to the consolidated financial statements, which is incorporated by reference. As of June 30, 2021,March 31, 2022, total 18-month backlog differed from the amount of our remaining performance obligations due primarily to the inclusion of $4.9$6.9 billion of estimated future revenue under master service and other service agreements within our backlog estimates, as described above, and the exclusion of approximately $0.9$1.1 billion of remaining performance obligations and estimated future revenue under master service and other service agreements in excess of 18 months, which amount is not included in the backlog estimates above. Backlog expected to be realized in 2021 differed2022 differs from the amount of our remaining performance obligations expected to be recognized for the same period due primarily to the inclusion of approximately $1.0$2.7 billion of estimated future revenue under master service and other service agreements that is included within the related backlog estimate.
Economic, Industry and Market Factors
In addition to the effects of the pandemic noted above, weWe closely monitor the effects of changes in economic and market conditions on our customers.customers, including the potential effects of climate-related matters, the COVID-19 pandemic and the ongoing military conflict in Ukraine. Changes in general economic and market conditions can negatively affect demand for our customers’ products and services, which can affectincrease or decrease our customers’ planned capital and maintenance budgets in certain end-markets. Market, regulatory and industry factors could affect demand for our services, or the cost to provide such services, including (i) changes to our customers’ capital spending plans, including any potential effects from public health issues, such as the recent COVID-19 pandemic;supply chain or inflationary issues, or rising interest rates; (ii) new or changing regulatory requirements, governmental policy changes, and customer or industry initiatives, including with respect to climate change, sustainability and related environmental concerns, and/or fromand changes in governmental permitting; (iii) economic, political or other market developments or uncertainty, includingsuch as the ongoing military conflict in Ukraine and/or access to capital for customers in the industries we
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serve; (iv) changes in technology, tax and other incentives; and (v) mergers, and acquisitions or other business transactions among the customers we serve.
Changes in demand for, and/orand fluctuations in market prices for, oil, gas and other fuelenergy sources can affect demand for our services. In particular, such changes can affect the level of activity in energy generation projects, including from renewable energy sources, as well as pipeline construction and carbon capture projects. The availability of transportation and transmission capacity can also affect demand for our services, in particular, on pipeline andincluding energy generation, electric grid and pipeline construction projects. These fluctuations, as well as the highly competitive nature of our industry, can result in lowerchanges in the levels of activity, and profit onthe project mix, and/or the profitability of the services we provide. In the face of increased pricing pressure or other market developments, we strive to maintain our profit margins through productivity improvements, cost reduction programs and/or business streamlining efforts. While we actively monitor economic, industry and market factors that could affect our business, we cannot predict the effect that changes in such factors may have on our future results of operations, liquidity and cash flows, and we may be unable to fully mitigate, or benefit from, such changes.
Effect of Seasonality and Cyclical Nature of Business
Our revenue and results of operations can be subject to seasonal and other variations. These variations are influenced by weather, customer spending patterns, bidding seasons, project schedules, public healthholidays, regulatory matters such as the COVID-19 pandemic, holidays and/or timing, in particular, for large non-recurring projects.projects, and the effects of market uncertainty or disruptions, including from public health matters or political unrest, such as the ongoing military conflict in Ukraine. Typically, our revenue is lowest at the beginning of the year and during the winter months because cold, snowy or wet conditions cause project delays.can delay projects. Revenue is generally higher during the summer and fall months due to increased demand for our services when favorable weather conditions exist in many of the regions in which we operate, but continued cold and wet weather can often affect second quarter productivity. In the fourth quarter, many projects tend to be completed by customers seeking to spend their capital budgets before the end of the year, which generally has a positive effect on our revenue. However, the holiday season and inclement weather can cause delays, which can reduce revenue and increase costs on affected projects. Any quarter may be positively or negatively affected by adverse or unusual weather patterns, including warm winter weather, excessive rainfall, flooding or natural catastrophes such as wildfires, hurricanes or other severe weather, making it difficult to predict quarterly revenue and margin variations.
Additionally, our industry can be highly cyclical. Fluctuations in end-user demand within the industries we serve, or in the supply of services within those industries, can affect demand for our services. As a result, our business may be adversely affected by industry declines or by delays in new projects. Variations in project schedules or unanticipated changes in project schedules, in particular, in connection with large construction and installation projects, can create fluctuations in revenue, which may adversely affect us in a given quarter, even if not for the full year. In addition, revenue from master service and other service agreements, while generally predictable, can be subject to volatility. The financial condition of our customers and their access to capital; variations in project margins; regional, national and global economic, political and market conditions; regulatory or environmental influences;influences, including climate-related matters; and acquisitions, dispositions or strategic investments/other arrangements can also materially affect quarterly results in a given period. Accordingly, our operating results in any particular period may not be indicative of the results that can be expected for any other period. The effects of the COVID-19 pandemic could also result in greater seasonal and cyclical volatility than would otherwise exist under normal conditions.
Critical Accounting Estimates
This discussion and analysis of our financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of our consolidated financial statements requires the use of estimates and assumptions that affect the amounts reported in our consolidated financial statements and the accompanying notes. We base our estimates on historical experience and various other assumptions that we believe to be reasonable under the circumstances, including the potential future effects of public health matters, such as the COVID-19 pandemic, climate change,climate-related matters and other relevant global and/or macroeconomic trends and events.events, such as inflation and interest rate levels, as well as global events, such as the ongoing military conflict in Ukraine. These estimates form the basis for making judgments about our operating results including the results of construction contracts accounted for under the cost-to-cost method, and the carrying values of assets and liabilities, that are not readily apparent from other sources. Given that management estimates, by their nature, involve judgments regarding future uncertainties, actual results could differ materially from these estimates if conditions change or if certain key assumptions used in making these estimates ultimately prove to be inaccurate. Our accounting policies and critical accounting estimates are reviewed periodically by the Audit Committee of the Board of Directors.
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We believe that our accounting estimates pertaining to: the recognition of revenue and project profit or loss, which we define as project revenue, less project costs of revenue, including project-related depreciation, in particular, on construction contracts accounted for under the cost-to-cost method, for which the recorded amounts require estimates of costs to complete and the amount and probability of variable consideration included in the contract transaction price; fair value estimates, including those related to acquisitions, valuations of goodwill, indefinite-lived intangible assets and acquisition-related contingent consideration; equity investments; income taxes; self-insurance liabilities; and litigation and other contingencies, are the most critical in the preparation of our consolidated financial statements as they are important to the portrayal of our financial condition and require significant or complex judgment and estimates on the part of management. Actual results could, however, vary materially from these accounting estimates.
Refer to Note 1 - Business, Basis of Presentation and Significant Accounting Policies in the notes to the consolidated financial statements, which is incorporated by reference, and to our 20202021 Form 10-K for a more detailed discussion of our significant accounting policies and critical accounting estimates. As described in more detail in Note 1 - Business, Basis of Presentation and Significant Accounting Policies, our consolidated financial statements include certain reclassifications of prior period amounts to conform with the current period presentation. For details of our first quarter 2022 quarterly review for indicators of impairment, refer to Note 3 - Acquisitions, Goodwill and Other Intangible Assets in the notes to the consolidated financial statements, which is incorporated by reference, for details of our second quarter 2021 quarterly review of goodwill and indefinite-lived intangible assets for indicators of impairment.reference.
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Results of Operations
Comparison of Quarterly Results
The following table, which may contain slight summation differences due to rounding, reflects our consolidated results of operations in dollar and percentage of revenue terms for the periods indicated (dollar amounts in millions). Our consolidated results of operations are not necessarily comparable from period to period due to the effect of recent acquisitions and certain other items, which are described in the comparison of results section below. In this discussion, “acquisition” results are defined as results from acquired businesses for the first twelve months following the dates of the respective acquisitions, with the balance of results for a particular item attributed to “organic” activity.
For the Three Months Ended June 30,For the Six Months Ended June 30,For the Three Months Ended March 31,
202120202021202020222021
RevenueRevenue$1,962.7 100.0 %$1,569.3 100.0 %$3,738.1 100.0 %$2,985.9 100.0 %Revenue$1,954.4 100.0 %$1,775.4 100.0 %
Costs of revenue, excluding depreciation and amortizationCosts of revenue, excluding depreciation and amortization1,675.2 85.4 %1,341.8 85.5 %3,189.1 85.3 %2,568.1 86.0 %Costs of revenue, excluding depreciation and amortization1,733.3 88.7 %1,513.9 85.3 %
DepreciationDepreciation87.5 4.5 %57.7 3.7 %166.8 4.5 %110.8 3.7 %Depreciation85.2 4.4 %79.3 4.5 %
Amortization of intangible assetsAmortization of intangible assets19.9 1.0 %9.8 0.6 %31.2 0.8 %17.2 0.6 %Amortization of intangible assets25.6 1.3 %11.2 0.6 %
General and administrative expensesGeneral and administrative expenses85.0 4.3 %85.0 5.4 %158.1 4.2 %170.5 5.7 %General and administrative expenses145.4 7.4 %70.6 4.0 %
Interest expense, netInterest expense, net13.8 0.7 %14.8 0.9 %26.3 0.7 %31.8 1.1 %Interest expense, net16.0 0.8 %12.5 0.7 %
Equity in earnings of unconsolidated affiliatesEquity in earnings of unconsolidated affiliates(7.5)(0.4)%(6.8)(0.4)%(14.9)(0.4)%(14.6)(0.5)%Equity in earnings of unconsolidated affiliates(6.8)(0.3)%(7.3)(0.4)%
Other income, net(14.1)(0.7)%(10.5)(0.7)%(16.7)(0.4)%(11.9)(0.4)%
Income before income taxes$102.8 5.2 %$77.6 4.9 %$198.3 5.3 %$114.1 3.8 %
Provision for income taxes(27.1)(1.4)%(20.7)(1.3)%(56.4)(1.5)%(21.2)(0.7)%
Net income$75.8 3.9 %$56.8 3.6 %$141.9 3.8 %$92.9 3.1 %
Net income (loss) attributable to non-controlling interests0.3 0.0 %(0.2)(0.0)%0.8 0.0 %(0.3)(0.0)%
Net income attributable to MasTec, Inc.$75.5 3.8 %$57.0 3.6 %$141.1 3.8 %$93.2 3.1 %
Other expense (income), netOther expense (income), net3.8 0.2 %(0.1)0.0 %
(Loss) income before income taxes(Loss) income before income taxes$(48.1)(2.5)%$95.4 5.4 %
Benefit from (provision for) income taxesBenefit from (provision for) income taxes13.1 0.7 %(29.3)(1.7)%
Net (loss) incomeNet (loss) income$(35.0)(1.8)%$66.1 3.7 %
Net income attributable to non-controlling interestsNet income attributable to non-controlling interests0.0 0.0 %0.5 0.0 %
Net (loss) income attributable to MasTec, Inc.Net (loss) income attributable to MasTec, Inc.$(35.0)(1.8)%$65.6 3.7 %
We review our operating results by reportable segment. See Note 13 - Segments and Related Information in the notes to the consolidated financial statements, which is incorporated by reference. Our reportable segments are: (1) Communications; (2) Clean Energy and Infrastructure; (3) Oil and Gas; (4) Electrical Transmission;Power Delivery; and (5) Other. Management’s review of reportable segment results includes analyses of trends in revenue, EBITDA and EBITDA margin. EBITDA for segment reporting purposes is calculated consistently with our consolidated EBITDA calculation. See the discussion of our non-U.S. GAAP financial measures, including certain adjusted non-U.S. GAAP measures, as described, following the comparison of results discussion below. The following table presents revenue, EBITDA and EBITDA margin by reportable segment for the periods indicated (dollar amounts in millions):
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RevenueEBITDA and EBITDA MarginRevenueEBITDA and EBITDA Margin
For the Three Months Ended June 30,
For the Six
Months Ended June 30,
For the Three Months
Ended June 30,
For the Six Months
Ended June 30,
For the Three Months Ended March 31,
For the Three Months
Ended March 31,
Reportable Segment:Reportable Segment:20212020202120202021202020212020Reportable Segment:20222021
2022 (a)
2021
CommunicationsCommunications$630.4 $654.3 $1,199.0 $1,298.4 $72.7 11.5 %$76.4 11.7 %$121.5 10.1 %$127.2 9.8 %Communications$664.2 $568.6 $40.3 6.1 %$48.9 8.6 %
Clean Energy and InfrastructureClean Energy and Infrastructure481.5 426.1 831.9 712.4 15.6 3.2 %30.1 7.1 %26.4 3.2 %35.0 4.9 %Clean Energy and Infrastructure435.9 350.4 10.9 2.5 %10.9 3.1 %
Oil and GasOil and Gas621.4 368.5 1,346.9 727.6 138.1 22.2 %80.1 21.7 %305.7 22.7 %154.5 21.2 %Oil and Gas211.0 725.5 21.5 10.2 %167.6 23.1 %
Electrical Transmission232.5 124.1 366.0 252.2 9.3 4.0 %(3.2)(2.6)%12.9 3.5 %5.1 2.0 %
Power DeliveryPower Delivery650.5 133.5 46.1 7.1 %3.6 2.7 %
OtherOther0.0 0.1 0.0 0.1 8.3 NM7.5 NM15.8 NM14.9 NMOther0.0 0.0 6.9 NM7.4 NM
EliminationsEliminations(3.1)(3.8)(5.7)(4.8)— — — — — — — — Eliminations(7.2)(2.6)— — — — 
CorporateCorporate— — — — (19.9)— (31.0)— (59.8)— (62.9)— Corporate— — (47.0)— (40.0)— 
Consolidated ResultsConsolidated Results$1,962.7 $1,569.3 $3,738.1 $2,985.9 $224.1 11.4 %$159.9 10.2 %$422.5 11.3 %$273.8 9.2 %Consolidated Results$1,954.4 $1,775.4 $78.7 4.0 %$198.4 11.2 %
NM - Percentage is not meaningful
(a)     For the three month period ended March 31, 2022, Power Delivery, Communications, Oil and Gas and Corporate EBITDA included $7.0 million, $0.8 million, $2.0 million and $3.8 million, respectively, of acquisition and integration costs related to our fourth quarter 2021 acquisitions.
Three Months Ended June 30, 2021March 31, 2022 Compared to Three Months Ended June 30, 2020March 31, 2021
Revenue. For the three month period ended June 30, 2021,March 31, 2022, consolidated revenue totaled $1,963$1,954 million as compared with $1,569$1,775 million for the same period in 2020,2021, an increase of $393$179 million, or 25%10%. Revenue increasesincreased in our Power Delivery segment by $517 million, or 387%, in our Communications segment by $96 million, or 17%, and in our Clean Energy and Infrastructure segment by $86 million, or 24%, whereas revenue in our Oil and Gas segment of $253decreased by $515 million, or 69%, our Electrical Transmission segment of $108 million, or 87%, and our Clean Energy and Infrastructure segment of $55 million, or 13%, were partially offset by a decrease in revenue in our Communications segment of $24 million, or 4%71%. Acquisitions contributed $271$705 million in increased revenue for the three month period ended March 31, 2022, whereas organic revenue decreased by approximately $526 million, or 30%, as compared with the same period in 2021.
Communications Segment. Communications revenue was $664 million for the three month period ended March 31, 2022, as compared
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with $569 million for the same period in 2021, an increase of $96 million, or 17%. Acquisitions contributed $63 million of revenue for the three month period ended June 30, 2021,March 31, 2022, and organic revenue increased by approximately $122$33 million, or 8%6%, as compared with the same period in 2020.
Communications Segment. Communications revenue was $630 million for the three month period ended June 30, 2021, as compared with $654 million for the same period in 2020, a decrease of $24 million, or 4%. Acquisitions contributed $43 million of revenue for the three month period ended June 30, 2021, and organic revenue decreased by approximately $67 million, or 10%, as compared with the same period in 2020.2021. The decreaseincrease in organic revenue was driven primarily driven by lowerhigher levels of wireless services, including from the effects of temporary project timing delays related to recently completed 5G spectrum auctions, for which deployment is expected to begin in the latter part of 2021.activity.
Clean Energy and Infrastructure Segment. Clean Energy and Infrastructure revenue was $482$436 million for the three month period ended June 30, 2021March 31, 2022 as compared with $426$350 million for the same period in 2020,2021, an increase of $55$86 million, or 13%24%. Acquisitions contributed $96$47 million of revenue for the three month period ended June 30, 2021,March 31, 2022, and organic revenue decreasedincreased by $40$39 million, or 9%11%, as compared with the same period in 2020,2021, due primarily to timinghigher levels of project activity including project start-up and weather-related delays.mix.
Oil and Gas Segment. Oil and Gas revenue was $621$211 million for three month period ended June 30, 2021,March 31, 2022, as compared with $369$726 million for the same period in 2020, an increase2021, a decrease of $253$515 million, or 69%71%. For the three month period ended June 30, 2021,March 31, 2022, acquisitions contributed $30$55 million of revenue, andwhereas organic revenue increaseddecreased by $223$570 million, or 60%79%, as compared with the same period in 2020. The expected increase was2021, primarily due to higher levels ofa project timing-related decrease in large diameter project activity which initiated during 2021 and is expected to continue throughout the balanceas well as lower levels of the year, partially offset by the effects of timing ofactivity for other projects.
Electrical TransmissionPower Delivery Segment. Electrical TransmissionPower Delivery revenue was $233$651 million for the three month period ended June 30, 2021March 31, 2022, as compared with $124$134 million for the same period in 2020,2021, an increase of $108$517 million, or 87%387%. For the three month period ended June 30, 2021,March 31, 2022, acquisitions contributed $103$540 million of revenue, andwhereas organic revenue increaseddecreased by $6approximately $23 million, or 5%17%, as compared with the same period in 2020,2021, primarily due to timing and higher levelsmix of project activity.
Costs of revenue, excluding depreciation and amortization. Costs of revenue, excluding depreciation and amortization, increased by approximately $333$219 million, or 25%14%, to $1,675$1,733 million for the three month period ended June 30, 2021March 31, 2022 from $1,342$1,514 million for the same period in 2020.2021. Higher levels of revenue contributed an increase of $336$153 million in costs of revenue, excluding depreciation and amortization, and improvedreduced productivity contributed a decreasean increase of approximately $3$67 million. Costs of revenue, excluding depreciation and amortization, as a percentage of revenue decreasedincreased by approximately 10340 basis points, from 85.5%85.3% of revenue for the three month period ended June 30, 2020March 31, 2021, to 85.4%88.7% of revenue for the same period in 2022. The basis point increase was due primarily to segment revenue mix, including lower levels of revenue for our oil and gas operations, as well as project inefficiencies and project start-up costs.
Depreciation. Depreciation was $85 million, or 4.4% of revenue, for the three month period ended March 31, 2022, as compared with $79 million, or 4.5% of revenue, for the same period in 2021, due, in part, to higher levels of revenue, as well as from the effects of project efficiencies, close-outs and mix in certain of our segments, offset, in part, by reduced productivity in certain other segments.
Depreciation. Depreciation was $88 million, or 4.5% of revenue, for the three month period ended June 30, 2021, as compared with $58 million, or 3.7% of revenue, for the same period in 2020, an increase of $30$6 million, or 52%7%. Acquisitions contributed $6$27 million of depreciation for the three month period ended June 30, 2021,March 31, 2022 and organic depreciation increaseddecreased by $24$21 million, or 41%27%, due primarily to the impact ofa reduction in capital investments related to support expected increased levels of large diameter pipeline project activity in 2021.activity. As a percentage of revenue, depreciation increaseddecreased by approximately 8010 basis points.
Amortization of intangible assets. Amortization of intangible assets was $20$26 million, or 1.0%1.3% of revenue, for the three month period ended June 30, 2021,March 31, 2022, as compared with $10$11 million, or 0.6% of revenue, for the same period in 2020,2021, an increase of approximately $10$14 million, or 103%128%. Acquisitions contributed $12$18 million of amortization for the three month period ended June 30, 2021,March 31, 2022 and organic amortization decreased by approximately $1$3 million, or 9%29% due to the effects of timing forof amortization offor certain intangible assets. As a percentage of revenue, amortization of intangible assets increased by approximately 4070 basis points.
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General and administrative expenses. General and administrative expenses totaled $85$145 million, or 4.3%7.4% of revenue, for the three month period ended June 30, 2021, and totaled $85March 31, 2022 as compared with $71 million, or 5.4%4.0% of revenue, for the same period in 2020.2021, for an increase of $75 million, or 106%. Acquisitions contributed $9$57 million of general and administrative expenses for the three month period ended June 30, 2021. Excluding the effects of acquisitions, general and administrative expenses forMarch 31, 2022. For the three month period ended June 30, 2021 decreasedMarch 31, 2022, general and administrative expenses not related to acquisitions increased by $9approximately $18 million, or approximately 11%25%, as compared with the same period in the prior year, primarily due to recoveryincreases in travel and information technology and other administrative expenses, as well as the effect of prior year recoveries of provisions for credit losses and the effects of legal and settlement matter timing, offset, in part, by increases in compensation, travel and information technology expenses.losses. Overall, general and administrative expenses, including approximately $14 million of acquisition and integration costs, increased by approximately 350 basis points as a percentage of revenue decreased by approximately 110 basis points for the three month period ended June 30, 2021March 31, 2022 as compared with the same period in 2020, due to higher levels of revenue.2021.
Interest expense, net. Interest expense, net of interest income, was approximately $14$16 million, or approximately 0.7%0.8% of revenue, for the three month period ended June 30, 2021,March 31, 2022, as compared with $15approximately $12 million, or 0.9%0.7% of revenue, for the same period in 2020.2021, an increase of $4 million, or approximately 29%. The decreaseincrease in interest expense net, relatedresulted primarily to a reduction in interest expense from credit facility activity, as well as a decreasewhich increased due to higher average balances, including from indebtedness incurred in discount charges on financing arrangements for trade receivables. Interest expense from credit facility activity decreased by approximately $2 million for the three month period ended June 30,connection with our 2021 acquisitions, as compared with the same period in the prior year due to a combination of lower average balances and lower interest rates. The reduction in interest expense on credit facility activity and financing arrangements was offset, in part, by an increase in interest expense on senior notes. In August 2020, we issued $600 million aggregate principal amount of 4.50% Senior Notes and redeemed $400 million aggregate principal amount of our 4.875% Senior Notes.2021.
Equity in earnings of unconsolidated affiliates, net. Equity in earnings or losses of unconsolidated affiliates includes our share of income or losses from equity investees. For the both three month periods ended June 30,March 31, 2022 and 2021, and 2020, equity in earnings from unconsolidated affiliates, net, totaled approximately $8 million and $7 million respectively, and related primarily to our investments in the Waha JVs, and, to a lesser extent, topartially offset by equity in losses from investments in certain telecommunications and other entities.
Other income,expense (income), net. Other income,expense (income), net, consists primarily of gains or losses from sales of,changes to estimated Earn-out accruals, certain legal/other settlements, gains or losses, or changes in estimated recoveries from, certain assets and investments, and gainsother miscellaneous income or losses from changes to estimated earn-out accruals. Other income, net, was $14 million for the three month period ended June 30, 2021, as compared with $11 million of other income, net, for the same period in 2020.expense. For the three month period ended June 30, 2021,March 31, 2022, other income,expense, net, included approximately $4$5 million of gains on sales of equipment,expense, net, $9 million of income, net, from changes to estimated Earn-out accruals and $1 million, net, of income from changes in the fair value of certain investments and income from strategic arrangements. For the three month period ended June 30, 2020,March 31, 2021, other income, net, included approximately $6 million of gains on sales of equipment, net, and $4$1 million, net, of expense from certain investments and income from changes in the fair value of certain investments.strategic arrangements, offset by miscellaneous other income.
Provision forBenefit from (provision for) income taxes. Income tax expensebenefit was $27$13 million for the three month period ended June 30, 2021.March 31, 2022. Income tax expense for the three month period ended June 30, 2020March 31, 2021 was $21$29 million. Pre-tax income increased to $103losses totaled $48 million for the three month period ended June 30, 2021 as compared with $78March 31, 2022 whereas pre-tax income totaled $95 million for the same period in 2020.2021. For the three month period ended June 30, 2021,March 31, 2022, our effective tax rate decreased to 26.3%27.3% from 26.7%30.7% for the same period in 2020.2021. Our effective tax rate in the first quarter of 2022 included a net tax benefit of approximately $0.9 million related to the vesting of share-based payment awards, whereas in the first quarter of 2021, included the negative effect of $2.3 million related to non-deductible share-based compensation.
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Analysis of EBITDA by Segment
Communications Segment. EBITDA for our Communications segment was $73$40 million, or 11.5%6.1% of revenue, for the three month period ended June 30, 2021,March 31, 2022, as compared with $76$49 million, or 11.7%8.6% of revenue, for the same period in 2020,2021, a decrease of approximately $4$9 million, or 5%17%. Lower levels of revenue contributed to a decrease in EBITDA of $3 million. As a percentage of revenue, EBITDA decreased by approximately 20250 basis points, or approximately $1$17 million, due primarily to reduced project efficienciestiming delays and mix.inefficiencies, as well as the effects of project start-up costs and acquisition and integration costs. Higher levels of revenue contributed an increase in EBITDA of $8 million.
Clean Energy and Infrastructure Segment. EBITDA for our Clean Energy and Infrastructure segment was $16$11 million, or 3.2%2.5% of revenue, for the three month period ended June 30, 2021,March 31, 2022, as compared with EBITDA of $30$11 million, or 7.1%3.1% of revenue, for the same period in 2020,2021. As a decrease inpercentage of revenue, EBITDA ofdecreased by approximately $1460 basis points, or $3 million, or 48%.due to project inefficiencies, including from project timing delays. Higher levels of revenue contributed an increase in EBITDA of approximately $4$3 million. As a percentage of revenue, EBITDA decreased by approximately 380 basis points, or $18 million, due to project start-up delays, reduced project efficiencies, including weather-related inefficiencies and mix.
Oil and Gas Segment. EBITDA for our Oil and Gas segment was $138$22 million, or 22.2%10.2% of revenue, for the three month period ended June 30, 2021,March 31, 2022, as compared with $80$168 million, or 21.7%23.1% of revenue, for the same period in 2020,2021, a decrease of $146 million, or 87%. Lower levels of revenue contributed a decrease in EBITDA of $119 million, while reduced productivity contributed a decrease in EBITDA of approximately $27 million. EBITDA margins decreased by approximately 1,290 basis points due primarily to inefficiencies resulting from lower levels of revenue, including from project timing delays as well as project mix and the effects of acquisition and integration costs.
Power Delivery Segment. EBITDA for our Power Delivery segment was $46 million, or 7.1% of revenue, for the three month period ended March 31, 2022, as compared with EBITDA of $4 million, or 2.7% of revenue, for the same period in 2021, an increase in EBITDA of $58approximately $43 million, or 72%1,194%. As a percentage of revenue, EBITDA increased by approximately 440 basis points, or $29 million due primarily to project efficiencies resulting from higher levels of revenue and project mix, partially offset by the effects of acquisition and integration costs. Higher levels of revenue contributed an increase in EBITDA of $55 million, and improved productivity contributed an increase in EBITDA of approximately $3$14 million. EBITDA margins increased by approximately 50 basis points due primarily to improved project efficiencies, close-outs and mix.
Electrical Transmission Segment. EBITDA for our Electrical Transmission segment was $9 million, or 4.0% of revenue, for the three month period ended June 30, 2021, as compared with EBITDA of negative $3 million, or negative 2.6% of revenue, for the same period in 2020, an increase in EBITDA of approximately $13 million, or 391%. As a percentage of revenue, EBITDA increased by approximately 660 basis points, due primarily to mix, as well as improved project efficiencies and close-outs.
Other Segment. EBITDA from Other businesses was approximately $8$7 million for both the three month periods ended June 30,March 31, 2022 and 2021, and 2020respectively, and related primarily to equity in earnings from our investments in the Waha JVs.JVs, partially offset by equity in losses from other investments.
Corporate. Corporate EBITDA was negative $20$47 million for the three month period ended June 30, 2021,March 31, 2022, as compared with EBITDA of negative $31$40 million for the same period in 2020,2021, for an increasea decrease in EBITDA of approximately $11$7 million. Acquisitions, including certain acquisition and integration costs, contributed $10 million of Corporate expenses for the three month period ended March 31, 2022. For the three month period ended March 31, 2022, Corporate EBITDA also included income,approximately $5 million of expense, net, from changes in the fair value of certain investments and income from strategic arrangements, of approximately $1 million and $4 million for the three month periods ended June 30, 2021 and 2020, respectively, and included income, net, from changes to estimated Earn-out accruals, net, of $9 millionwhereas for the three month period ended June 30, 2021. Excluding the effectsMarch 31, 2021, Corporate EBITDA included approximately $1 million of these items, other corporate expenses forexpense, net from fair value changes. For the three month period ended June 30, 2021March 31, 2022, Corporate expenses not related to the above-described items decreased by approximately $5$7 million as compared with the same period in the prior year, due primarily to the effects of timing of legal and settlement matters.
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Six Months Ended June 30, 2021 Compared to Six Months Ended June 30, 2020
Revenue. For the six month period ended June 30, 2021, consolidated revenue totaled $3,738 million as compared with $2,986 million for the same period in 2020, an increase of $752 million, or 25%. Revenue increases in our Oil and Gas segment of $619 million, or 85%, our Clean Energy and Infrastructure segment of $119 million, or 17%, and in our Electrical Transmission segment of $114 million, or 45%, were partially offset by a decrease in revenue in our Communications segment of $99 million, or 8%. Acquisitions contributed $358 million of revenue for the six month period ended June 30, 2021, and organic revenue increased $394 million, or 13%, as compared with the same period in 2020.
Communications Segment. Communications revenue was $1,199 million for the six month period ended June 30, 2021, as compared with $1,298 million for the same period in 2020, a decrease of $99 million, or 8%. Acquisitions contributed $76 million of revenue for the six month period ended June 30, 2021, and organic revenue decreased by approximately $175 million, or 13%, as compared with the same period in 2020. The decrease in organic revenue was primarily driven by lower levels of wireless services, including from the effects of temporary project timing delays related to recently completed 5G spectrum auctions, for which deployment is expected to begin in the latter part of 2021, and from the effects of the COVID-19 pandemic.
Clean Energy and Infrastructure Segment. Clean Energy and Infrastructure revenue was $832 million for the six month period ended June 30, 2021 as compared with $712 million for the same period in 2020, an increase of $119 million, or 17%. For the six month period ended June 30, 2021, acquisitions contributed $145 million of revenue, and organic revenue decreased by $26 million, or 4%, as compared with the same period in 2020, due primarily to timing of project activity, including project start-up and weather-related delays.
Oil and Gas Segment. Oil and Gas revenue was $1,347 million for the six month period ended June 30, 2021, as compared with $728 million for the same period in 2020, an increase of $619 million, or 85%. For the six month period ended June 30, 2021, acquisitions contributed $35 million of revenue, and organic revenue increased by $584 million, or 80%, as compared with the same period in 2020. The expected increase was primarily due to higher levels of large diameter project activity, which initiated during 2021 and is expected to continue throughout the balance of the year, partially offset by the effects of timing of other projects.
Electrical Transmission Segment. Electrical Transmission revenue was $366 million for the six month period ended June 30, 2021 as compared with $252 million for the same period in 2020, an increase of $114 million, or 45%. For the six month period ended June 30, 2021, acquisitions contributed $103 million of revenue, and organic revenue increased by $11 million, or 5%, as compared with the same period in 2020, primarily due to timing and higher levels of project activity.
Costs of revenue, excluding depreciation and amortization. Costs of revenue, excluding depreciation and amortization, increased by approximately $621 million, or 24%, to $3,189 million for the six month period ended June 30, 2021 from $2,568 million for the same period in 2020. Higher levels of revenue contributed an increase of $647 million in costs of revenue, excluding depreciation and amortization, and improved productivity contributed a decrease of approximately $26 million. Costs of revenue, excluding depreciation and amortization, as a percentage of revenue decreased by approximately 70 basis points, from 86.0% of revenue for the six month period ended June 30, 2020 to 85.3% of revenue for the same period in 2021, due, in part, to higher levels of revenue, as well as from the effects of project efficiencies, close-outs and mix in certain of our segments,matters, offset, in part, by reduced productivityincreases in certain other segments.
Depreciation. Depreciation was $167 million, or 4.5% of revenue, for the six month period ended June 30, 2021, as compared with $111 million, or 3.7% of revenue, for the same period in 2020, an increase of $56 million, or 51%. Acquisitions contributed $8 million of depreciation for the six month period ended June 30, 2021, and organic depreciation increased by $48 million, or 43%, due primarily to the impact of capital investments to support expected increased levels of large diameter pipeline project activity in 2021. As a percentage of revenue, depreciation increased by approximately 80 basis points.
Amortization of intangible assets. Amortization of intangible assets was $31 million, or 0.8% of revenue, for the six month period ended June 30, 2021, as compared with $17 million, or 0.6% of revenue, for the same period in 2020, an increase of approximately $14 million, or 81%. Acquisitions contributed $16 million of amortization for the three month period ended June 30, 2021, and organic amortization decreased by approximately $2 million, or 12% due to the effects of timing for amortization of certain intangible assets. As a percentage of revenue, amortization of intangible assets increased by approximately 30 basis points, primarily related to acquisitions.
General and administrative expenses. General and administrative expenses were $158 million, or 4.2% of revenue, for the six month period ended June 30, 2021, as compared with $170 million, or 5.7% of revenue, for the same period in 2020, a decrease of $12 million, or 7%. Acquisitions contributed $13 million of general and administrative expenses for the six month period ended June 30, 2021. Excluding the effects of acquisitions, general and administrative expenses for the six month period ended June 30, 2021 decreased by $25 million, or approximately 15%, as compared with the same period in the prior year, primarily due to recovery of provisions for credit losses, resulting from successful collection efforts for previously reserved amounts, and reductions in travel and professional fee expense, offset, in part, by the effects of legal and settlement matter timing. Overall, general and administrative expenses as a percentage of revenue decreased by approximately 150 basis points for the six month period ended June 30, 2021 as compared with the same period in 2020, due, in part, to higher levels of revenue.
Interest expense, net. Interest expense, net of interest income, was $26 million, or 0.7% of revenue, for the six month period ended June 30, 2021, as compared with $32 million, or 1.1% of revenue, for the same period in 2020, a decrease of $6 million, or 17%. The decrease in interest expense, net, related primarily to a reduction in interest expense from credit facility activity as well as a decrease in discount charges on financing arrangements for trade receivables. Interest expense from credit facility activity decreased by approximately $6 million as compared with the same period in the prior year due to a combination of lower average balances and lower interest rates. The reduction in interest expense on credit facility activity and financing arrangements was offset, in part, by an increase in interest expense on senior notes, as described above.
Equity in earnings of unconsolidated affiliates, net. For both the six month periods ended June 30, 2021 and 2020, equity in earnings from unconsolidated affiliates, net, totaled approximately $15 million, and related primarily to our investments in the Waha JVs, and, to a lesser extent, to investments in certain telecommunicationscompensation and other entities.
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Other income, net. Other income, net, was $17 million for the six month period ended June 30, 2021, as compared with $12 million of other income, net, for the same period in 2020. For the six month period ended June 30, 2021, other income, net, included approximately $9 million of income from changes to estimated Earn-out accruals, net, $6 million of gains on sales of equipment, net. For the six month period ended June 30, 2020, other income, net, included approximately $8 million of gains on sales of equipment, net, and $4 million, net, of income, from changes in the fair value of certain investments, offset, in part, by approximately $2 million of expense from changes to estimated Earn-out accruals, net.
Provision for income taxes. Income tax expense was $56 million for the six month period ended June 30, 2021. Income tax expense for the six month period ended June 30, 2020 was $21 million. Pre-tax income increased to $198 million for the six month period ended June 30, 2021 as compared with $114 million for the same period in 2020. For the six month period ended June 30, 2021, our effective tax rate increased to 28.4% from 18.6% for the same period in 2020. Our effective tax rate in the first half of 2021 included the negative effect of $2 million related to non-deductible share-based compensation, whereas in the first half of 2020, our effective tax rate included a benefit of approximately $10 million related to the release of certain valuation allowances on Canadian deferred tax assets that were no longer necessary.
Analysis of EBITDA by Segment
Communications Segment. EBITDA for our Communications segment was $122 million, or 10.1% of revenue, for the six month period ended June 30, 2021, as compared with $127 million, or 9.8% of revenue, for the same period in 2020, a decrease of $6 million, or approximately 4%. Lower levels of revenue contributed to a decrease in EBITDA of $10 million. As a percentage of revenue, EBITDA increased by approximately 30 basis points, or approximately $4 million, due primarily to improved project efficiencies and mix.
Clean Energy and Infrastructure Segment. EBITDA for our Clean Energy and Infrastructure segment was $26 million, or 3.2% of revenue, for the six month period ended June 30, 2021, as compared with EBITDA of $35 million, or 4.9% of revenue, for the same period in 2020, a decrease in EBITDA of approximately $9 million, or 25%. Higher levels of revenue contributed an increase in EBITDA of approximately $6 million. As a percentage of revenue, EBITDA decreased by approximately 170 basis points, or $14 million, due to project start-up delays, reduced project efficiencies, including weather-related inefficiencies and mix.
Oil and Gas Segment. EBITDA for our Oil and Gas segment was $306 million, or 22.7% of revenue, for the six month period ended June 30, 2021, as compared with $155 million, or 21.2% of revenue, for the same period in 2020, an increase of $151 million, or 98%. Higher levels of revenue contributed an increase in EBITDA of $132 million, and improved productivity contributed an increase in EBITDA of approximately $20 million. EBITDA margins increased by approximately 150 basis points due primarily to improved project efficiencies, close-outs and mix.
Electrical Transmission Segment. EBITDA for our Electrical Transmission segment was $13 million, or 3.5% of revenue, for the six month period ended June 30, 2021, as compared with EBITDA of $5 million, or 2.0% of revenue, for the same period in 2020, an increase in EBITDA of approximately $8 million, or 153%. Higher levels of revenue contributed an increase in EBITDA of $2 million. As a percentage of revenue, EBITDA increased by approximately 150 basis points, or $5 million, due primarily to project mix.
Other Segment. EBITDA from Other businesses totaled approximately $16 million and $15 million for the six month periods ended June 30, 2021 and 2020, and related primarily to equity in earnings from our investments in the Waha JVs.
Corporate. Corporate EBITDA was negative $60 million for the six month period ended June 30, 2021, as compared with EBITDA of negative $63 million for the same period in 2020, for an increase in EBITDA of approximately $3 million. Corporate EBITDA for the six month period ended June 30, 2021 included approximately $9 million of income related to changes in estimated Earn-out accruals, net, whereas for the same period in 2020, Corporate EBITDA included $2 million of expense from changes to estimated Earn-out accruals, net and approximately $4 million of income, net, from changes in the fair value of certain investments. Excluding the effects of these items, other corporate expenses for the six month period ended June 30, 2021 increased by approximately $4 million as compared with the same period in the prior year, due primarily to the effects of timing of legal and settlement matters.administrative expenses.
Foreign Operations
Our foreign operations are primarily in Canada and, to a far lesser extent, in Mexico, the Caribbean and India. See Note 13 - Segments and Related Information in the notes to the consolidated financial statements, which is incorporated by reference.
Non-U.S. GAAP Financial Measures
As appropriate, we supplement our reported U.S. GAAP financial information with certain non-U.S. GAAP financial measures, including earnings before interest, income taxes, depreciation and amortization (“EBITDA”), adjusted EBITDA (“Adjusted EBITDA”), adjusted net income (“Adjusted Net Income”) and adjusted diluted earnings per share (“Adjusted Diluted Earnings Per Share”). These “adjusted” non-U.S. GAAP measures exclude, as applicable to the particular periods, non-cash stock-based compensation expenseexpense; acquisition and integration costs related to our 2021 acquisitions; and, for Adjusted Net Income and Adjusted Diluted Earnings Per Share, amortization of intangible assets, the effects of changes in statutory tax rates and the tax effects of the adjusted items, including non-cash stock-based compensation expense and the effects of changes in statutory tax rates.items. These definitions of EBITDA and Adjusted EBITDA are not the same as in our Credit Facility or in the indenture governing our senior notes; therefore, EBITDA and Adjusted EBITDA as presented in this discussion should not be used for purposes of determining our compliance with the covenants contained in our debt instruments.
We use EBITDA and Adjusted EBITDA, as well as Adjusted Net Income and Adjusted Diluted Earnings Per Share to evaluate our performance, both internally and as compared with our peers, because these measures exclude certain items that may not be indicative of our core operating results, as well as items that can vary widely across different industries or among companies within the same industry. We believe that these adjusted measures provide a baseline for analyzing trends in our underlying business. Non-cash stock-based compensation expense can be subject to volatility from changes in the market price per share of our common stock or variations in the value and number of shares granted, and amortization of intangible assets is subject to acquisition activity, which varies from period to period. In addition, beginning with the fourth quarter of 2021, due to the extent of the acquisition costs related to our fourth quarter 2021 acquisitions, and the costs of the integration efforts that have been, and will continue to be, required in connection with such acquisitions, we are excluding acquisition and integration costs in calculating Adjusted EBITDA and Adjusted Net Income for these acquisitions, and we intend to exclude such costs for future acquisitions requiring substantial integration efforts. We exclude intangible asset amortization and acquisition costs from our adjusted measures due to itstheir non-operational nature and inherent volatility, as acquisition activity varies from period to period. We also believe
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that this presentation is common practice in our industry and improves comparability of our results with those of our peers, although each company’s definitions of these adjusted measures may vary as they are not standardized and should be used in light of the provided reconciliations.
We believe that these non-U.S. GAAP financial measures provide meaningful information and help investors understand our financial results and assess our prospects for future performance. Because non-U.S. GAAP financial measures are not standardized, it may not be possible to
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compare these financial measures with other companies’ non-U.S. GAAP financial measures having the same or similar names. These financial measures should not be considered in isolation from, as substitutes for, or alternative measures of, reported net income or diluted earnings per share, and should be viewed in conjunction with the most comparable U.S. GAAP financial measures and the provided reconciliations thereto. We believe these non-U.S. GAAP financial measures, when viewed together with our U.S. GAAP results and related reconciliations, provide a more complete understanding of our business. We strongly encourage investors to review our consolidated financial statements and publicly filed reports in their entirety and not rely on any single financial measure.
The following table presents a reconciliation of net income to EBITDA and Adjusted EBITDA in dollar and percentage of revenue terms, for the periods indicated. The tables below (dollar amounts in millions) may contain slight summation differences due to rounding.
For the Three Months Ended June 30,For the Six Months Ended June 30,For the Three Months Ended March 31,
202120202021202020222021
Net income$75.8 3.9 %$56.8 3.6 %$141.9 3.8 %$92.9 3.1 %
Net (loss) incomeNet (loss) income$(35.0)(1.8)%$66.1 3.7 %
Interest expense, netInterest expense, net13.8 0.7 %14.8 0.9 %26.3 0.7 %31.8 1.1 %Interest expense, net16.0 0.8 %12.5 0.7 %
Provision for income taxes27.1 1.4 %20.7 1.3 %56.4 1.5 %21.2 0.7 %
(Benefit from) provision for income taxes(Benefit from) provision for income taxes(13.1)(0.7)%29.3 1.7 %
DepreciationDepreciation87.5 4.5 %57.7 3.7 %166.8 4.5 %110.8 3.7 %Depreciation85.2 4.4 %79.3 4.5 %
Amortization of intangible assetsAmortization of intangible assets19.9 1.0 %9.8 0.6 %31.2 0.8 %17.2 0.6 %Amortization of intangible assets25.6 1.3 %11.2 0.6 %
EBITDAEBITDA$224.1 11.4 %$159.9 10.2 %$422.5 11.3 %$273.8 9.2 %EBITDA$78.7 4.0 %$198.4 11.2 %
Non-cash stock-based compensation expenseNon-cash stock-based compensation expense6.1 0.3 %5.8 0.4 %11.6 0.3 %9.9 0.3 %Non-cash stock-based compensation expense6.3 0.3 %5.5 0.3 %
Acquisition and integration costsAcquisition and integration costs13.6 0.7 %— — %
Adjusted EBITDAAdjusted EBITDA$230.2 11.7 %$165.7 10.6 %$434.1 11.6 %$283.7 9.5 %Adjusted EBITDA$98.7 5.0 %$203.9 11.5 %
A reconciliation of EBITDA and EBITDA margin to Adjusted EBITDA and Adjusted EBITDA margin by reportable segment for the periods indicated is as follows:
For the Three Months Ended June 30,For the Six Months Ended June 30,For the Three Months Ended March 31,
202120202021202020222021
EBITDAEBITDA$224.1 11.4 %$159.9 10.2 %$422.5 11.3 %$273.8 9.2 %EBITDA$78.7 4.0 %$198.4 11.2 %
Non-cash stock-based compensation expense(a)Non-cash stock-based compensation expense(a)6.1 0.3 %5.8 0.4 %11.6 0.3 %9.9 0.3 %Non-cash stock-based compensation expense(a)6.3 0.3 %5.5 0.3 %
Acquisition and integration costs (b)
Acquisition and integration costs (b)
13.6 0.7 %— — %
Adjusted EBITDAAdjusted EBITDA$230.2 11.7 %$165.7 10.6 %$434.1 11.6 %$283.7 9.5 %Adjusted EBITDA$98.7 5.0 %$203.9 11.5 %
Reportable Segment:Reportable Segment:Reportable Segment:
CommunicationsCommunications$72.7 11.5 %$76.4 11.7 %$121.5 10.1 %$127.2 9.8 %Communications$41.1 6.2 %$48.9 8.6 %
Clean Energy and InfrastructureClean Energy and Infrastructure15.6 3.2 %30.1 7.1 %26.4 3.2 %35.0 4.9 %Clean Energy and Infrastructure10.9 2.5 %10.9 3.1 %
Oil and GasOil and Gas138.1 22.2 %80.1 21.7 %305.7 22.7 %154.5 21.2 %Oil and Gas23.5 11.1 %167.6 23.1 %
Electrical Transmission9.3 4.0 %(3.2)(2.6)%12.9 3.5 %5.1 2.0 %
Power DeliveryPower Delivery53.2 8.2 %3.6 2.7 %
OtherOther8.3 NM7.5 NM15.8 NM14.9 NMOther6.9 NM7.4 NM
CorporateCorporate(13.8)— (25.2)— (48.2)— (53.0)— Corporate(36.9)— (34.5)— 
Adjusted EBITDAAdjusted EBITDA$230.2 11.7 %$165.7 10.6 %$434.1 11.6 %$283.7 9.5 %Adjusted EBITDA$98.7 5.0 %$203.9 11.5 %
NM - Percentage is not meaningful
(a)    Non-cash stock-based compensation expense is included within Corporate results.
(b)    For the three month period ended March 31, 2022, acquisition and integration costs of $7.0 million, $0.8 million, $2.0 million and $3.8 million are included within Power Delivery, Communications, Oil and Gas and Corporate results, respectively.
The tablestable below, reconcilewhich may contain slight summation differences due to rounding, reconciles reported net income and reported diluted earnings per share, the most directly comparable U.S. GAAP financial measures, to Adjusted Net Income and Adjusted Diluted Earnings Per Share.
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For the Three Months Ended June 30,
20212020
Net Income (in millions)Diluted Earnings Per ShareNet Income (in millions)Diluted Earnings Per Share
Reported U.S. GAAP measure$75.8 $1.02 $56.8 $0.78 
Adjustments:
Non-cash stock-based compensation expense6.1 0.08 5.8 0.08 
Amortization of intangible assets19.9 0.27 9.8 0.13 
Total adjustments, pre-tax$26.0 $0.35 $15.6 $0.21 
   Income tax effect of adjustments (a)
(5.7)(0.08)(3.5)(0.05)
   Statutory tax rate effects (b)
0.7 0.01 — — 
Adjusted non-U.S. GAAP measure$96.7 $1.30 $69.0 $0.95 
For the Six Months Ended June 30,For the Three Months Ended March 31,
2021202020222021
Net Income (in millions)Diluted Earnings Per ShareNet Income (in millions)Diluted Earnings Per ShareNet Loss (in millions)Diluted Loss Per ShareNet Income (in millions)Diluted Earnings Per Share
Reported U.S. GAAP measureReported U.S. GAAP measure$141.9 $1.91 $92.9 $1.26 Reported U.S. GAAP measure$(35.0)$(0.47)$66.1 $0.89 
Adjustments:Adjustments:Adjustments:
Non-cash stock-based compensation expenseNon-cash stock-based compensation expense11.6 0.16 9.9 0.13 Non-cash stock-based compensation expense6.3 0.08 5.5 0.07 
Amortization of intangible assetsAmortization of intangible assets31.2 0.42 17.2 0.23 Amortization of intangible assets25.6 0.34 11.2 0.15 
Acquisition and integration costsAcquisition and integration costs13.6 0.18 — — 
Total adjustments, pre-taxTotal adjustments, pre-tax$42.8 $0.58 $27.1 $0.37 Total adjustments, pre-tax$45.5 $0.61 $16.8 $0.23 
Income tax effect of adjustments (a)
Income tax effect of adjustments (a)
(7.1)(0.10)(6.1)(0.08)
Income tax effect of adjustments (a)
(12.5)(0.17)(1.3)(0.02)
Statutory tax rate effects (b)
Statutory tax rate effects (b)
1.2 0.02 — — 
Statutory tax rate effects (b)
— — 0.5 0.01 
Adjusted non-U.S. GAAP measureAdjusted non-U.S. GAAP measure$178.8 $2.41 $113.8 $1.54 Adjusted non-U.S. GAAP measure$(2.0)$(0.03)$82.0 $1.10 
(a)    Represents the tax effect of the adjusted items that are subject to tax, including the tax effects of non-cash stock-based compensation expense, which, for the sixthree month periods ended June 30,March 31, 2022 and 2021, and 2020, included net tax benefits of $0.1$0.9 million and net tax deficiencies of $0.2$0.1 million, respectively, from the vesting of share-based payment awards. Tax effects are determined based on the tax treatment of the related item, the incremental statutory tax rate of the jurisdictions pertaining to the adjustment, and their effect on pre-tax income. For the three and six month periods ended June 30,March 31, 2022 and 2021, our consolidated effective tax rates, as reported, were 26.3%27.3% and 28.4%30.7%, respectively, and as adjusted, were 24.9%23.4% and 25.8%, respectively. For the three and six month periods ended June 30, 2020, our consolidated effective tax rates, as reported, were 26.7% and 18.6%, respectively, and as adjusted, were 26.0% and 19.3%26.9%, respectively.
(b)    For the three and six month periodsperiod ended June 30,March 31, 2021, includes the effect of changes in certain state tax rates.
Financial Condition, Liquidity and Capital Resources
Our primary sources of liquidity are cash flows from operations, availability under our Credit Facility and our cash balances. Our primary liquidity needs are for working capital, capital expenditures, insurance and performance collateral in the form of cash and letters of credit, earn-out obligations, equity investment funding requirements, debt service and income taxes. We also evaluate opportunities for strategic acquisitions, investments and other arrangements from time to time, and we may consider opportunities to borrow additional funds, which may include borrowings under our Credit Facility or debt issuances, or to refinance or retire outstanding debt, or to repurchase additional shares of our outstanding common stock in the future under share repurchase authorizations, any of which may require our use of cash.
Capital Expenditures. For the sixthree month period ended June 30, 2021,March 31, 2022, we spent approximately $97$83 million on capital expenditures, or $84$79 million, net of asset disposals, and incurred approximately $99$49 million of equipment purchases under finance leases. We estimate that we will spend approximately $170$230 million on capital expenditures, or approximately $120$150 million, net of asset disposals, in 2021,2022, and expect to incur approximately $160$200 million to $180$220 million of equipment purchases under finance leases. Actual capital expenditures may increase or decrease in the future depending upon business activity levels, as well as ongoing assessments of equipment lease versus buypurchase decisions based on short and long-term equipment requirements.
Acquisitions and Earn-out Liabilities.Earn-Out Liabilities. We typically utilize cash for business acquisitions and other strategic arrangements, and for the sixthree month period ended June 30, 2021,March 31, 2022, we used $589$22 million of cash for this purpose. In addition, in most of our acquisitions, we have agreed to make future payments to the sellers that are contingent upon the future earnings performance of the acquired businesses, which we also refer to as “Earn-out” payments. Earn-out payments may be paid in cash or, under specific circumstances, MasTec common stock, or a combination thereof, at our option. The estimated total value of future Earn-out liabilities as of June 30, 2021March 31, 2022 was approximately $120$160 million. Of this amount, $17$41 million represents the liability for earned amounts. The remainder is management’s estimate of Earn-out liabilities that are contingent upon future performance. For the sixthree month periods ended June 30,March 31, 2022 and 2021, and 2020, we made no Earn-out payments. In addition, one of our acquisitionsprovides for certain additional payments to be made to the sellers if certain acquired receivables are collected, which we refer to as the Additional Payments. Pursuant to the terms of $46the purchase agreement, a portion of the Additional Payments will be made in cash, with the remainder due in shares of MasTec common stock. The fair value of the Additional Payments as of March 31, 2022 was estimated to be approximately $65 million and $50 in the aggregate, which amount is included within other current liabilities in the consolidated balance sheet. Of this amount, approximately $27 million respectively. is to be paid in shares, or approximately 295,000 shares as of March 31, 2022, based upon the contractually agreed upon value of our common stock. The amount of Additional Payments due to the sellers as of March 31, 2022 from collections of acquired receivables totaled approximately $30 million, of which the amount due in shares totaled approximately $12 million, or 135,000 shares. In addition, this acquisition provides for a customary net working capital adjustment, under which additional shares could be issued. As of March 31, 2022, the amount of any potential net working capital adjustment cannot be quantified or predicted with specificity due to factors requiring the future resolution of certain items.
Income Taxes. For the sixthree month period ended June 30,March 31, 2022, tax refunds, net of tax payments, totaled approximately $1 million, and for the three month period ended March 31, 2021, tax payments, net of tax refunds, were $61 million. For the six month period ended June 30, 2020, tax payments, net of tax refunds were $1 million, which included the benefit of tax payment deferrals of approximately
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$8 million resulting from federal and state COVID-19 relief provisions.de minimis. Our tax payments vary with changes in taxable income and earnings based on estimates of full year taxable income activity and estimated tax rates.
Working Capital. We need working capital to support seasonal variations in our business, primarily due to the effect of weather conditions on external construction and maintenance work and the spending patterns of our customers, both of which influence the timing of associated spending to support related customer demand. Working capital needs are generally higher during the summer and fall months due to increased demand for our services when favorable weather conditions exist in many of the regions in which we operate. Conversely, working capital needs are typically converted to cash during the winter months. These seasonal trends, however, can be offset by changes in the timing of projects, which can be affected by project delays or accelerations and/or other factors that may affect customer spending.
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Working capital requirements also tend to increase when we commence multiple projects or particularly large projects because labor, including subcontractor costs, and certain other costs, including inventory, typically become payable before the receivables resulting from work performed are collected. The timing of billings and project close-outs can contribute to changes in unbilled revenue. As of June 30, 2021,March 31, 2022, we expect that substantially all of our unbilled receivables will be billed to customers in the normal course of business within the next twelve months. Total accounts receivable, which consists of contract billings, unbilled receivables and retainage, net of allowance, increased towere generally flat at approximately $2.0$2.2 billion as of June 30, 2021 from $1.8 billion as ofboth March 31, 2022 and December 31, 2020 due primarily to higher levels of revenue, offset, in part, by lower DSOs.2021. See below for related discussion.discussion of our days sales outstanding, net of contract liabilities, which we refer to as days sales outstanding, or “DSO.”
Our payment billing terms are generally net 30 days, and some of our contracts allow our customers to retain a portion of the contract amount (generally, from 5% to 10% of billings) until the job is completed. As part of our ongoing working capital management practices, we evaluate opportunities to improve our working capital cycle time through contractual provisions and certain financing arrangements. For certain customers, we maintain inventory to meet the materials requirements of the contracts. Occasionally, certain of our customers pay us in advance for a portion of the materials we purchase for their projects or allow us to pre-bill them for materials purchases up to specified amounts. Vendor terms are generally 30 days. Our agreements with subcontractors often contain a “pay-if-paid” provision, whereby our payments to subcontractors are made only after we are paid by our customers.
Summary of Financial Condition, Liquidity and Capital Resources
Including our current assessment of the potential effects of the COVID-19 pandemicgeneral economic conditions on our results of operations and capital resource requirements, we anticipate that funds generated from operations, borrowings under our Credit Facilitycredit facilities and our cash balances will be sufficient to meet our working capital requirements, anticipated capital expenditures, debt service obligations, insurance and performance collateral requirements, letter of credit needs, earn-out obligations, required income tax payments, acquisition, strategic arrangement and investment funding requirements, share repurchase activity and other liquidity needs for at least the next twelve months.months and the foreseeable future.
Sources and Uses of Cash
As of June 30, 2021,March 31, 2022, we had approximately $769$918 million in working capital, defined as current assets less current liabilities, as compared with $944$1,089 million as of December 31, 2020,2021, a decrease of approximately $175$171 million. Cash and cash equivalents totaled approximately $237$233 million and $423$361 million as of June 30, 2021March 31, 2022 and December 31, 2020, respectively.2021, respectively, for a decrease of $128 million, due, in part, to a decrease in net income.
Sources and uses of cash are summarized below (in millions):
For the Six Months Ended June 30,For the Three Months Ended March 31,
2021202020222021
Net cash provided by operating activitiesNet cash provided by operating activities$349.3 $467.2 Net cash provided by operating activities$131.5 $257.2 
Net cash used in investing activitiesNet cash used in investing activities$(676.1)$(136.7)Net cash used in investing activities$(101.4)$(134.6)
Net cash provided by (used in) financing activities$140.8 $(354.6)
Net cash used in financing activitiesNet cash used in financing activities$(158.0)$(33.2)
Operating Activities. Cash flow from operations is primarily influenced by changes in the timing of demand for our services and operating margins, but can also be affected by working capital needs associated with the various types of services we provide. Working capital is affected by changes in total accounts receivable, prepaid expenses and other current assets, accounts payable and payroll tax payments, including the effect of deferrals from COVID-19 relief provisions, accrued expenses and contract liabilities, all of which tend to be related. These working capital items are affected by changes in revenue resulting from the timing and volume of work performed, variability in the timing of customer billings and collections of receivables, as well as settlement of payables and other obligations. Net cash provided by operating activities for the sixthree month period ended June 30, 2021March 31, 2022 was $349$132 million, as compared with approximately $467$257 million for the same period in 2020,2021, for a decrease in cash provided by operating activities of approximately $118 million. The$126 million, due primarily to a decrease was primarily due toin net income, as well as the effect of revenue growth-related working capital changes in assets and liabilities, net, including from acquisitions, partially offset by an increase in net income and increases in certain expenses that reconcile net income to operating cash flows, including depreciation and amortization expense.
Our days sales outstanding, net of contract liabilities (“DSO”) was 8089 as of June 30, 2021 and 86 asMarch 31, 2022. As of December 31, 2020.2021, our DSO was 98, and as adjusted for December 2021 acquisitions, was 77. DSO is calculated as total accounts receivable, net of allowance, less contract liabilities, divided by average daily revenue for the most recently completed quarter as of the balance sheet date. Our DSOs can fluctuate from period to period due to timing of billings, billing terms, collections and settlements, timing of project close-outs and retainage collections, changes in project and customer mix and the effect of working capital initiatives. The decrease inTo provide a representative comparison of our DSOs across periods, for December 31, 2021, we calculated DSO as adjusted for our December 2021 acquisitions. This calculation for December 31, 2021 excludes revenue and accounts receivable, net of allowance, less contract liabilities for our December 2021 acquisitions, given that our consolidated results for the six monthrelated period ended June 30,do not reflect the full quarter’s revenue for these acquisitions, but our consolidated balance sheet as of December 31, 2021 includes the full amount of related accounts receivable, net of allowance, less contract liabilities. The increase in DSO as of March 31, 2022, as compared with DSO as of December 31, 2021, as adjusted for our December 2021 acquisitions, was due to timing of ordinary course billing and collection activities.activities, as well as the effect of our recent acquisitions, some of which have a higher DSO than the DSO of our organic operations, and lower levels of organic revenue with fixed amounts of project retainage. Other than matters subject to litigation, we do not anticipate material collection issues related to our outstanding accounts receivable balances, nor do we believe that we have material amounts due from customers experiencing financial difficulties. Based on current information, we expect to collect substantially all of our outstanding accounts receivable balances within the next twelve months.
Investing Activities.Net cash used in investing activities decreased by approximately $33 million to $101 million for the three month period ended March 31, 2022 from $135 million for the three month period ended March 31, 2021. For the three month period ended March 31,
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Investing Activities. Net cash used in investing activities increased by approximately $539 million to $676 million for the six month period ended June 30, 2021 from $137 million for the six month period ended June 30, 2020. We2022, we completed seven acquisitions during the six month period ended June 30, 2021, for which weone acquisition and paid $589$22 million in cash an increase of approximately $579 million as compared withrelated to acquisitions, whereas for the same period in 2020.2021, we completed two acquisitions and paid $89 million in cash related to acquisitions, a decrease of approximately $67 million. These acquisitions were funded with cash on hand and borrowings under our senior secured credit facility. Capital expenditures for the three month period ended March 31, 2022 totaled $97$83 million, or $84$79 million, net of asset disposals, for the six month period ended June 30, 2021, as compared with $133$48 million, or $115$42 million, net of asset disposals, for the same period in 2020,2021, for a decreasean increase in cash used in investing activities of approximately $31$37 million. Payments for other investments, which relatedrelate primarily to investments in certain equity investees, decreased from $17$4 million for the sixthree month period ended June 30, 2020March 31, 2021 to $6$1 million for the same period in 2021. Proceeds from other investing2022.
Financing Activities.Net cash used in financing activities net, together with proceeds from other investments decreased from $5 million for the sixthree month period ended June 30, 2020 to $3March 31, 2022 was $158 million, as compared with $33 million for the same period in 2021.
Financing Activities. Net cash provided by financing activities for the six month period ended June 30, 2021, was $141 million, as compared with net cash used in financing activities of $355 million for the same period in 2020, for an increase in cash provided by financing activities of $495 million. The increase in cash provided by financing activities was driven primarily by credit facility and other borrowing-related activity, net, which for the six month period ended June 30, 2021 totaled $253 million of borrowings, net of repayments, as compared with $166 million of repayments, net, for the six month period ended June 30, 2020, for an increase in cash provided by financing activities of approximately $419 million, primarily related to our 2021 acquisitions. Additionally, there were no share repurchases for the six month period ended June 30, 2021, whereas for the same period in 2020, share repurchases totaled $120 million, for a reduction in cash used in financing activities in 2021.
Offsetting the above mentioned increases in cash provided by financing activities, we paid approximately $9 million to holders of our non-controlling interests for the six month period ended June 30, 2021, including $7 million as consideration to acquire 15% of the remaining interests of one of these entities. Additionally, payments of finance lease obligations increased by approximately $15 million for the six month period ended June 30, 2021 as compared with the same period in 2020, for an increase in cash used in financing activities.
Additionally, payments of acquisition-related contingent consideration included within financing activities totaled $21 million for the six month period ended June 30, 2021 as compared with $10 million for the same period in 2020, for an increase in cash used in financing activities of $11$125 million. TotalThe increase in cash used in financing activities was driven primarily by Credit Facility (as defined below) activity. Credit Facility activity, net, totaled $82 million of repayments, net of borrowings for the three month period ended March 31, 2022, as compared with $9 million of borrowings, net of repayments, for the three month period ended March 31, 2021. Additionally, payments of acquisition-related contingent consideration, including payments in excess of acquisition-date liabilities, which are classified within operating activities, totaled $44finance lease obligations increased by approximately $3 million for the sixthree month period ended June 30, 2021March 31, 2022 as compared with $50the same period in 2021. Other financing activities for the three month period ended March 31, 2022 included share repurchases, which totaled $14 million, whereas for the same period in 2020. The method2021, there were no share repurchases. Subsequent to March 31, 2022, we repurchased an additional 0.5 million shares of determining the amountour common stock for an aggregate purchase price of excess of acquisition-date liabilities was revised in the fourth quarter of 2020 to more closely align the cash flow presentation$36 million. Payments for such amounts with the economics of the contingent consideration arrangements. Excess of acquisition-date liability payments included within operating cash flowsother financing activities, net, totaled $23$17 million for the sixthree month period ended June 30, 2021 as compared with $40 millionMarch 31, 2022, and included payments for other borrowing activities, whereas payments for other financing activities for the samethree month period in 2020.ended March 31, 2021 totaled $1 million.
Senior Secured Credit Facility
We have a senior securedunsecured credit facility (the “Credit Facility”) maturing, which matures on September 19, 2024. AggregateNovember 1, 2026 and has aggregate borrowing commitments under the Credit Facility total $1.75totaling $2.0 billion, which amount is composed of $1.35$1.65 billion of revolving commitments and a term loanTerm Loan totaling $400$350 million in original principal amount, of which $393 million wasamount. Aggregate outstanding borrowings under the Credit Facility as of June 30, 2021.March 31, 2022 totaled approximately $1.0 billion. Borrowings under the Credit Facility are used for working capital requirements, capital expenditures and other corporate purposes, including potential acquisitions, equity investments or other strategic arrangements, equity investments, share repurchases and the repurchase or prepayment of indebtedness.indebtedness, including repayment of term loans.
We are dependent upon borrowings and letters of credit under theour Credit Facility to fund our operations. Should we be unable to comply with the terms and conditions of our Credit Facility, we would be required to obtain modifications to the Credit Facility or obtain an alternative source of financing to continue to operate, neither of which may be available to us on commercially reasonable terms, or at all. The Credit Facility is subject to certain provisions and covenants, as more fully described in Note 7 - Debt in the notes to the audited consolidated financial statements included in our 20202021 Form 10-K.
4.50% Senior Notes
We have $600 million of 4.50% Senior Notes due August 15, 2028 (the “4.50% Senior Notes”). The 4.50% Senior Notes are fully and unconditionally guaranteed on a senior unsecured, joint and several basis by certain of our wholly-owned domestic restricted subsidiaries that guarantee our existing credit facilities, subject to certain exceptions.subsidiaries. The 4.50% Senior Notes are subject to certain provisions and covenants, as more fully described in Note 7 - Debt in the notes to the audited consolidated financial statements included in our 20202021 Form 10-K.
Debt Covenants
We were in compliance with the provisions and covenants contained in our outstanding debt instruments as of June 30, 2021.March 31, 2022.
Additional Information
For detailed discussion and additional information pertaining to our debt instruments, see Note 7 - Debt in the notes to the audited consolidated financial statements included in our 20202021 Form 10-K. Also see Note 7 - Debt in the notes to the consolidated financial statements in this Form 10-Q for current period balances and discussion, which is incorporated by reference.
Off-Balance Sheet Arrangements
As is common in our industry, we have entered into certain off-balance sheet arrangements in the ordinary course of business. Our significant off-balance sheet transactions include liabilities associated with non-cancelable operating leases with durations of less than twelve months, letter of credit obligations, surety and performance and payment bonds entered into in the normal course of business, self-insurance liabilities, liabilities associated with multiemployer pension plans, liabilities associated with potential funding obligations and indemnification and/or guarantee arrangements relating to our equity and other investment arrangements, including our variable interest entities. However, these off-balance sheet arrangements have not, and are not reasonably likely to have, a material impact on our financial condition, revenues or expenses, results of operations, liquidity, cash requirements or capital resources in the next twelve months or in the foreseeable future. Refer to Note 14 - Commitments and Contingencies, Note 4 - Fair Value of Financial Instruments and Note 15 - Related Party Transactions in the notes to the
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consolidated financial statements, which are incorporated by reference.
Impact of Inflation
The primary inflationary factors directly affecting our operations are labor, and fuel costs, and to a lesser extent, material costs. In times of low unemployment, our labor costs may increase due to shortages in the supply of skilled labor. Additionally,labor and increases in compensation rates generally. Although most project materials are provided by our customers, increases in the pricescost of oilmaterials could negatively affect the economic viability of our customers’ projects, and gasaccordingly, demand for our services. Material and commodity prices are subject to unexpected fluctuations due to events outside of our control, including geopolitical events, such as the ongoing conflict in Ukraine, climate-related effects of climate change and fluctuations in global supply and demand, which events have recently caused market volatility, particularly in the oil and gas markets.markets, among others. Such market volatility can affect our customers’ investment decisions and subject us to project cancellations, deferrals or unexpected changes in the timing of project work. Market prices for goods
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can also be affected by supply chain disruptions, such as those arising from the effects of the COVID-19 pandemic. We closely monitor inflationary factors, including the current rise in the rate of inflation, and any impactpotential effects they may have on our business operations, operating results and/or financial condition.
ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Interest Rate Risk
As of June 30, 2021,March 31, 2022, our variable interest rate debt was primarily related to our Credit Facility. Interest on outstanding revolving loans and our term loanTerm Loan under our Credit Facility accrues at variable rates based, at our option, on a Eurocurrency rate, as defined in the Credit Facility, plus a margin, or a base rate, as defined in the Credit Facility, plus a margin. As of June 30, 2021,March 31, 2022, we had $292$691 million aggregate principal amount of outstanding revolving loans under our Credit Facility with a weighted average interest rate of 1.37%1.60% and a term loanTerm Loan with a balance of $393$350 million withand an interest rate of 1.35%1.71%. Our variable rate interest debt subjects us to risk from increases in prevailing interest rates, particularly in an inflationary environment as central banks seek to increase interest rates. A 100 basis point increase in the applicable interest rates under our credit facilities would have increased our interest expense by approximately $3 million for the sixthree month period ended June 30, 2021.March 31, 2022. While our material financing arrangements indexed to LIBOR have procedures for determining an alternative base rate, the upcoming expected phase-out of LIBOR could lead to volatility in interest rates for our variable rate debt, as the alternative base rate could perform differently than the current LIBOR-indexed rate, which could result in an increase in the cost of our variable rate indebtedness.
As of June 30, 2021,March 31, 2022, our fixed interest rate debt primarily included $600 million aggregate principal amount of 4.50% Senior Notes and $313$299 million of finance lease obligations, which accrued interest at a weighted average interest rate of approximately 3.5%3.2%. None of this debt subjects us to interest rate risk, but we may be subject to changes in interest rates if and when we refinance this debt at maturity or otherwise.
Foreign Currency Risk
Certain of our consolidated revenue and operating expenses are in foreign currencies. Our foreign operations are primarily in Canada. Revenue generated from foreign operations represented 2%1% of our total revenue for the sixthree month period ended June 30, 2021.March 31, 2022. Revenue and expense related to our foreign operations are, for the most part, denominated in the functional currency of the foreign operation, which minimizes the impact that fluctuations in exchange rates would have on net income or loss. We are, however, subject to fluctuations in foreign currency exchange rates when transactions are denominated in currencies other than the functional currencies and for our foreign operations with a functional currency other than the local currency. Such activity was not material to our operations for the sixthree month period ended June 30, 2021.March 31, 2022. Translation gains or losses, which are recorded in other comprehensive income or loss, result from translation of the assets and liabilities of our foreign subsidiaries into U.S. dollars. For the three month period ended March 31, 2022, foreign currency translation gains, net, totaled approximately $1 million and related to our operations in Canada and Mexico.
Our exposure to fluctuations in foreign currency exchange rates could increase in the future if we continue to expand our operations outside of the United States. We seek to manage foreign currency exposure by minimizing our consolidated net asset and liability positions in currencies other than the functional currency, which exposure was not significant to our consolidated financial position as of June 30, 2021.March 31, 2022. We may enter into foreign currency derivative contracts in the future to manage such exposure.
Other Market Risk
As discussed in Note 4 - Fair Value of Financial Instruments in the notes to the consolidated financial statements, which is incorporated by reference, we have certain investments that may be subject to market risk and could be subject to volatility based on market conditions.
ITEM 4.         CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
As of the end of the period covered by this Quarterly Report on Form 10-Q, our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). We maintain disclosure controls and procedures designed to ensure that information required to be disclosed in reports filed or submitted by us under the Exchange Act is recorded, processed, summarized and reported within time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based on management’s evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of June 30, 2021.March 31, 2022.
Changes in Internal Control Over Financial Reporting
There have been no changes in the Company’s internal control over financial reporting during the quarter ended June 30, 2021March 31, 2022 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
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PART II.     OTHER INFORMATION
ITEM 1.    LEGAL PROCEEDINGS
Refer to Note 14 - Commitments and Contingencies in the notes to our consolidated financial statements included in this Quarterly Report on Form 10-Q, which is incorporated by reference in this Item 1, for a discussion of any recent material developments related to our legal proceedings since the filing of our 20202021 Form 10-K.
ITEM 1A.    RISK FACTORS
Subject to the potential effects of inflation, rising interest rates and the COVID-19 pandemicongoing military conflict in Ukraine on certain of the risks we normally face in operating our business, including those disclosed in our 20202021 Form 10-K, there have been no material changes to either the cautionary statement regarding forward-looking statements or to any of the risk factors disclosed in our 20202021 Form 10-K, as updated by our Quarterly Report on Form 10-Q and other filings we make with the SEC.
ITEM 2.    UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Issuer Purchases of Equity Securities
The following table provides information about repurchases of our common stock during the quarter ended June 30, 2021:March 31, 2022:



Period
Total Number of Shares Purchased (a)
Average Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced Program
Approximate Dollar Value of Shares that May Yet be Purchased under the Program (b)
April 1 through April 305,569 $98.03 — $158,617,588 
May 1 through May 315,901 $110.38 — $158,617,588 
June 1 through June 308,901 $110.58 — $158,617,588 
Total20,371 — 



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 (c)
January 1 through January 317,866 $89.64 — $158,617,588 
February 1 through February 288,234 $89.28 — $158,617,588 
March 1 through March 31196,843 $73.79 187,978 $144,826,541 
Total212,943 187,978 
(a)Includes 5,569, 5,7217,866, 8,006 and 8,9018,865 shares reacquired by the Company on the open market pursuant to the Amended ESPPs in April, MayJanuary, February and JuneMarch of 2021,2022, respectively, and 180228 shares withheld for income tax purposes in connection with shares issued under compensation and benefit programs in MayFebruary of 2021.2022, and 187,978 of repurchases under share repurchase programs in March of 2022.
(b)As of June 30, 2021, the remaining amount available for share repurchases includes $8.6 millionIncludes 117,054 shares repurchased under our $100 million December 2018 $100 million share repurchase program, which was publicly announced on December 21, 2018 and which completed the full amountprogram, and 70,924 shares repurchased under our $150 million March 2020 $150 million share repurchase program, which was publicly announced on March 19, 2020.
(c)As of March 31, 2022, the remaining amount available for share repurchases under our March 2020 $150 million share repurchase program totaled $144.8 million.
ITEM 4.    MINE SAFETY DISCLOSURES
The information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95.1 to this Quarterly Report on Form 10-Q.
ITEM 5.    OTHER INFORMATION
Not applicable.
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ITEM 6.    EXHIBITS
The Exhibit Index below contains a list of exhibits filed or furnished with this Form 10-Q.
Exhibit No.Description
10.1+10.1*
10.2*
Amendment to the MasTec, Inc. Amended and Restated 2011 Employee Stock Purchase Plan, filed as Annex A to our Definitive Additional Proxy Materials filed with the SEC on May 13, 2021 and incorporated by reference herein..
31.1*
31.2*
32.1**
32.2**
95.1*
101.INSInline XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document.
101.SCHInline XBRL Taxonomy Extension Schema
101.CALInline XBRL Taxonomy Extension Calculation Linkbase
101.DEFInline XBRL Taxonomy Extension Definition Linkbase
101.LABInline XBRL Taxonomy Extension Label Linkbase
101.PREInline XBRL Taxonomy Extension Presentation Linkbase
104The cover page of MasTec, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021,March 31, 2022, formatted in Inline XBRL (included with the Exhibit 101 attachments).
______________
*    Filed herewith.
**    Furnished herewith.
+    Management contract or compensation plan arrangement.
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
MASTEC, INC.
Date:AugustMay 5, 20212022
/s/  JOSÉ R. MAS        
José R. Mas
Chief Executive Officer
(Principal Executive Officer)
/s/  GEORGE L. PITA        
George L. Pita
Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
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