Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 01, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-13831 | |
Entity Registrant Name | Quanta Services, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 74-2851603 | |
Entity Address, Address Line One | 2727 North Loop West | |
Entity Address, City or Town | Houston | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77008 | |
City Area Code | 713 | |
Local Phone Number | 629-7600 | |
Title of 12(b) Security | Common Stock, $0.00001 par value | |
Trading Symbol | PWR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 142,901,156 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity Central Index Key | 0001050915 | |
Former Address | ||
Document Information [Line Items] | ||
Entity Address, Address Line One | 2800 Post Oak Boulevard | |
Entity Address, Address Line Two | Suite 2600 | |
Entity Address, City or Town | Houston | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77056 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Current Assets: | ||
Cash and cash equivalents | $ 215,395 | $ 229,097 |
Accounts receivable, net of allowances of $19,020 and $49,749 | 3,638,357 | 3,400,318 |
Contract assets | 1,127,181 | 803,453 |
Inventories | 98,121 | 84,659 |
Prepaid expenses and other current assets | 268,769 | 215,050 |
Total current assets | 5,347,823 | 4,732,577 |
Property and equipment, net of accumulated depreciation of $1,616,336 and $1,503,498 | 2,025,224 | 1,919,697 |
Operating lease right-of-use assets | 227,707 | 240,605 |
Other assets, net | 597,946 | 632,244 |
Other intangible assets, net of accumulated amortization of $957,769 and $682,498 | 1,519,371 | 1,801,180 |
Goodwill | 3,578,575 | 3,528,886 |
Total assets | 13,296,646 | 12,855,189 |
Current Liabilities: | ||
Current maturities of long-term debt and short-term debt | 32,344 | 29,166 |
Current portion of operating lease liabilities | 73,926 | 78,251 |
Accounts payable and accrued expenses | 2,409,600 | 2,254,671 |
Contract liabilities | 830,351 | 802,872 |
Total current liabilities | 3,346,221 | 3,164,960 |
Long-term debt, net of current maturities | 3,886,522 | 3,724,474 |
Operating lease liabilities, net of current portion | 168,837 | 170,427 |
Deferred income taxes | 227,334 | 191,098 |
Insurance and other non-current liabilities | 466,164 | 487,309 |
Total liabilities | 8,095,078 | 7,738,268 |
Commitments and Contingencies | ||
Equity: | ||
Common stock, $0.00001 par value, 600,000,000 shares authorized, 170,553,507 and 168,546,513 shares issued, and 142,963,107 and 142,633,934 shares outstanding | 2 | 2 |
Additional paid-in capital | 2,691,910 | 2,615,410 |
Retained earnings | 4,012,396 | 3,714,843 |
Accumulated other comprehensive loss | (335,177) | (237,689) |
Treasury stock, 27,590,400 and 25,912,579 common shares | (1,173,078) | (980,265) |
Total stockholders’ equity | 5,196,053 | 5,112,301 |
Non-controlling interests | 5,515 | 4,620 |
Total equity | 5,201,568 | 5,116,921 |
Total liabilities and equity | $ 13,296,646 | $ 12,855,189 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Allowances on accounts receivable, current | $ 19,020 | $ 49,749 |
Accumulated depreciation on property and equipment | 1,616,336 | 1,503,498 |
Accumulated amortization on other intangible assets | $ 957,769 | $ 682,498 |
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized (in shares) | 600,000,000 | 600,000,000 |
Common stock, shares issued (in shares) | 170,553,507 | 168,546,513 |
Common stock, shares outstanding (in shares) | 142,963,107 | 142,633,934 |
Treasury stock, common shares (in shares) | 27,590,400 | 25,912,579 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||||
Revenues | $ 4,459,757 | $ 3,353,278 | $ 12,657,285 | $ 9,056,675 |
Cost of services (including related depreciation) | 3,770,927 | 2,818,602 | 10,795,694 | 7,701,398 |
Gross profit | 688,830 | 534,676 | 1,861,591 | 1,355,277 |
Equity in earnings of integral unconsolidated affiliates | 10,633 | 10,232 | 44,350 | 22,865 |
Selling, general and administrative expenses | (347,449) | (274,846) | (995,581) | (788,308) |
Amortization of intangible assets | (67,147) | (22,772) | (290,843) | (65,418) |
Asset impairment charges | 0 | 0 | (2,800) | (2,319) |
Change in fair value of contingent consideration liabilities | 1,924 | 787 | (4,054) | 1,360 |
Operating income | 286,791 | 248,077 | 612,663 | 523,457 |
Interest and other financing expenses | (33,566) | (17,259) | (86,933) | (42,843) |
Interest income | 436 | 72 | 727 | 3,098 |
Other income (expense), net | (24,455) | 6,089 | (68,255) | 18,232 |
Income before income taxes | 229,206 | 236,979 | 458,202 | 501,944 |
Provision for income taxes | 72,890 | 61,581 | 120,698 | 116,256 |
Net income | 156,316 | 175,398 | 337,504 | 385,688 |
Less: Net income attributable to non-controlling interests | 360 | 1,033 | 8,887 | 4,529 |
Net income attributable to common stock | $ 155,956 | $ 174,365 | $ 328,617 | $ 381,159 |
Earnings per share attributable to common stock: | ||||
Basic (in dollars per share) | $ 1.09 | $ 1.25 | $ 2.29 | $ 2.72 |
Diluted (in dollars per share) | $ 1.06 | $ 1.21 | $ 2.22 | $ 2.64 |
Shares used in computing earnings per share: | ||||
Weighted average basic shares outstanding (in shares) | 143,353,000 | 140,008,000 | 143,581,000 | 140,134,000 |
Weighted average diluted shares outstanding (in shares) | 147,678,000 | 144,304,000 | 148,096,000 | 144,448,000 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 156,316 | $ 175,398 | $ 337,504 | $ 385,688 |
Other comprehensive income (loss), net of taxes: | ||||
Foreign currency translation adjustment, net of tax of $0, $0, $0, and $0 | (79,841) | (26,429) | (97,400) | (10,009) |
Other income (loss), net of tax of $(5), $1, $(17), and $4 | (27) | 6 | (88) | 20 |
Other comprehensive loss, net of taxes | (79,868) | (26,423) | (97,488) | (9,989) |
Comprehensive income | 76,448 | 148,975 | 240,016 | 375,699 |
Less: Comprehensive income attributable to non-controlling interests | 360 | 1,033 | 8,887 | 4,529 |
Total comprehensive income attributable to common stock | $ 76,088 | $ 147,942 | $ 231,129 | $ 371,170 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Foreign currency translation adjustment, tax | $ 0 | $ 0 | $ 0 | $ 0 |
Other, tax | $ (5) | $ 1 | $ (17) | $ 4 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Cash Flows from Operating Activities: | ||||
Net income | $ 156,316 | $ 175,398 | $ 337,504 | $ 385,688 |
Adjustments to reconcile net income to net cash provided by operating activities— | ||||
Depreciation | 73,507 | 61,616 | 218,420 | 186,480 |
Amortization of intangible assets | 67,147 | 22,772 | 290,843 | 65,418 |
Asset impairment charges | 0 | 0 | 2,800 | 2,319 |
Change in fair value of contingent consideration liabilities | (1,924) | (787) | 4,054 | (1,360) |
Equity in (earnings) losses of unconsolidated affiliates, net of distributions | (12,949) | (10,758) | (28,732) | (24,734) |
Amortization of discounts and deferred financing costs | 2,026 | 3,919 | 4,944 | 5,609 |
Gain on sale of property and equipment | (4,862) | (1,077) | (8,318) | (10,931) |
Gain on sale of investments | 0 | 0 | (6,696) | 0 |
Unrealized loss from mark-to-market adjustment on investment | 26,462 | 0 | 76,509 | 0 |
Increase in provision for credit losses | 2,343 | 249 | 2,048 | 24,169 |
Deferred income tax expense (benefit) | 39,215 | (2,502) | 39,610 | 14,245 |
Non-cash stock-based compensation | 26,648 | 21,642 | 77,730 | 64,252 |
Foreign currency (gain) loss | (1,872) | (4,901) | 888 | (6,531) |
Payments for contingent consideration liabilities | 0 | 0 | (63) | 0 |
Changes in operating assets and liabilities, net of non-cash transactions | (28,695) | (247,695) | (464,358) | (372,187) |
Net cash provided by operating activities | 343,362 | 17,876 | 547,183 | 332,437 |
Cash Flows from Investing Activities: | ||||
Capital expenditures | (105,958) | (74,612) | (337,469) | (232,996) |
Proceeds from sale of property and equipment | 18,217 | 16,431 | 42,621 | 35,101 |
Proceeds from insurance settlements related to property and equipment | 0 | 255 | 982 | 535 |
Cash paid for acquisitions, net of cash, cash equivalents and restricted cash acquired | (172,957) | (33,261) | (177,766) | (101,373) |
Investments in unconsolidated affiliates and other | (3,969) | (5,154) | (20,622) | (119,478) |
Cash received from investments | 0 | 5 | 16,905 | 3,022 |
Cash paid for intangible assets | (61) | (200) | (397) | (524) |
Net cash used in investing activities | (264,728) | (96,536) | (475,746) | (415,713) |
Cash Flows from Financing Activities: | ||||
Borrowings under credit facility and commercial paper program | 2,522,735 | 1,240,766 | 5,412,107 | 3,124,845 |
Payments under credit facility and commercial paper program | (2,492,081) | (1,142,350) | (5,239,330) | (2,857,190) |
Proceeds from notes offerings | 0 | 1,487,450 | 0 | 1,487,450 |
Payments on other long-term debt | (2,402) | (916) | (6,383) | (2,530) |
Net borrowings (repayments) of short-term debt | 0 | 13,619 | (15,596) | 9,372 |
Payments of financing costs | (214) | (5,056) | (262) | (5,056) |
Payments for contingent consideration liabilities | 0 | 0 | (1,514) | (263) |
Distributions to non-controlling interests, net of contributions received | (7,601) | (1,107) | (7,992) | (6,357) |
Payments related to tax withholding for share-based compensation | (2,424) | (2,638) | (78,639) | (63,131) |
Payments of dividends | (10,068) | (8,414) | (30,998) | (25,627) |
Repurchase of common stock | (20,751) | (17,764) | (115,115) | (66,687) |
Net cash provided by (used in) financing activities | (12,806) | 1,563,590 | (83,722) | 1,594,826 |
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash | (856) | (549) | (1,264) | 738 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 64,972 | 1,484,381 | (13,549) | 1,512,288 |
Cash, cash equivalents and restricted cash, beginning of period | 153,366 | 214,715 | 231,887 | 186,808 |
Cash, cash equivalents and restricted cash, end of period | $ 218,338 | $ 1,699,096 | $ 218,338 | $ 1,699,096 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Common Stock Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Stock | Total Stockholders' Equity | Non-controlling Interests |
Balance (in shares) at Dec. 31, 2020 | 138,300,191 | |||||||
Balance at Dec. 31, 2020 | $ 4,348,972 | $ 2 | $ 2,170,026 | $ 3,264,967 | $ (232,997) | $ (857,817) | $ 4,344,181 | $ 4,791 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Other comprehensive income (loss) | 8,539 | 8,539 | 8,539 | |||||
Stock-based compensation activity (in shares) | 1,368,739 | |||||||
Stock-based compensation activity | (41,399) | 13,702 | (55,101) | (41,399) | ||||
Common stock repurchases (in shares) | (222,081) | |||||||
Common stock repurchases | (17,710) | (17,710) | (17,710) | |||||
Dividends declared | (8,429) | (8,429) | (8,429) | |||||
Distributions to non-controlling interests | (1,129) | (1,129) | ||||||
Net income | 91,319 | 89,761 | 89,761 | 1,558 | ||||
Balance (in shares) at Mar. 31, 2021 | 139,446,849 | |||||||
Balance at Mar. 31, 2021 | 4,380,163 | $ 2 | 2,183,728 | 3,346,299 | (224,458) | (930,628) | 4,374,943 | 5,220 |
Balance (in shares) at Dec. 31, 2020 | 138,300,191 | |||||||
Balance at Dec. 31, 2020 | 4,348,972 | $ 2 | 2,170,026 | 3,264,967 | (232,997) | (857,817) | 4,344,181 | 4,791 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Other comprehensive income (loss) | (9,989) | |||||||
Net income | 385,688 | |||||||
Balance (in shares) at Sep. 30, 2021 | 139,111,888 | |||||||
Balance at Sep. 30, 2021 | 4,633,832 | $ 2 | 2,232,319 | 3,620,409 | (242,986) | (979,034) | 4,630,710 | 3,122 |
Balance (in shares) at Mar. 31, 2021 | 139,446,849 | |||||||
Balance at Mar. 31, 2021 | 4,380,163 | $ 2 | 2,183,728 | 3,346,299 | (224,458) | (930,628) | 4,374,943 | 5,220 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Other comprehensive income (loss) | 7,895 | 7,895 | 7,895 | |||||
Stock-based compensation activity (in shares) | 64,600 | |||||||
Stock-based compensation activity | 24,961 | 25,177 | (216) | 24,961 | ||||
Common stock repurchases (in shares) | (313,725) | |||||||
Common stock repurchases | (29,450) | (29,450) | (29,450) | |||||
Dividends declared | (8,650) | (8,650) | (8,650) | |||||
Distributions to non-controlling interests | (4,121) | (4,121) | ||||||
Other | 25 | 25 | ||||||
Net income | 118,971 | 117,033 | 117,033 | 1,938 | ||||
Balance (in shares) at Jun. 30, 2021 | 139,197,724 | |||||||
Balance at Jun. 30, 2021 | 4,489,794 | $ 2 | 2,208,905 | 3,454,682 | (216,563) | (960,294) | 4,486,732 | 3,062 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Other comprehensive income (loss) | (26,423) | (26,423) | (26,423) | |||||
Acquisitions (in shares) | 32,822 | |||||||
Acquisitions | 2,479 | 2,479 | 2,479 | |||||
Stock-based compensation activity (in shares) | 66,100 | |||||||
Stock-based compensation activity | 19,023 | 20,935 | (1,912) | 19,023 | ||||
Common stock repurchases (in shares) | (184,758) | |||||||
Common stock repurchases | (16,828) | (16,828) | (16,828) | |||||
Dividends declared | (8,638) | (8,638) | (8,638) | |||||
Distributions to non-controlling interests | (1,107) | (1,107) | ||||||
Other | 134 | 134 | ||||||
Net income | 175,398 | 174,365 | 174,365 | 1,033 | ||||
Balance (in shares) at Sep. 30, 2021 | 139,111,888 | |||||||
Balance at Sep. 30, 2021 | $ 4,633,832 | $ 2 | 2,232,319 | 3,620,409 | (242,986) | (979,034) | 4,630,710 | 3,122 |
Balance (in shares) at Dec. 31, 2021 | 142,633,934 | 142,633,934 | ||||||
Balance at Dec. 31, 2021 | $ 5,116,921 | $ 2 | 2,615,410 | 3,714,843 | (237,689) | (980,265) | 5,112,301 | 4,620 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Other comprehensive income (loss) | 13,275 | 13,275 | 13,275 | |||||
Stock-based compensation activity (in shares) | 1,216,468 | |||||||
Stock-based compensation activity | (51,813) | 21,830 | (73,643) | (51,813) | ||||
Common stock repurchases (in shares) | (84,798) | |||||||
Common stock repurchases | (10,426) | (10,426) | (10,426) | |||||
Dividends declared | (10,459) | (10,459) | (10,459) | |||||
Distributions to non-controlling interests | (538) | (538) | ||||||
Net income | 85,028 | 84,641 | 84,641 | 387 | ||||
Balance (in shares) at Mar. 31, 2022 | 143,765,604 | |||||||
Balance at Mar. 31, 2022 | $ 5,141,988 | $ 2 | 2,637,240 | 3,789,025 | (224,414) | (1,064,334) | 5,137,519 | 4,469 |
Balance (in shares) at Dec. 31, 2021 | 142,633,934 | 142,633,934 | ||||||
Balance at Dec. 31, 2021 | $ 5,116,921 | $ 2 | 2,615,410 | 3,714,843 | (237,689) | (980,265) | 5,112,301 | 4,620 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Other comprehensive income (loss) | (97,488) | |||||||
Net income | $ 337,504 | |||||||
Balance (in shares) at Sep. 30, 2022 | 142,963,107 | 142,963,107 | ||||||
Balance at Sep. 30, 2022 | $ 5,201,568 | $ 2 | 2,691,910 | 4,012,396 | (335,177) | (1,173,078) | 5,196,053 | 5,515 |
Balance (in shares) at Mar. 31, 2022 | 143,765,604 | |||||||
Balance at Mar. 31, 2022 | 5,141,988 | $ 2 | 2,637,240 | 3,789,025 | (224,414) | (1,064,334) | 5,137,519 | 4,469 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Other comprehensive income (loss) | (30,895) | (30,895) | (30,895) | |||||
Stock-based compensation activity (in shares) | 46,105 | |||||||
Stock-based compensation activity | 27,542 | 28,046 | (504) | 27,542 | ||||
Common stock repurchases (in shares) | (731,381) | |||||||
Common stock repurchases | (84,884) | (84,884) | (84,884) | |||||
Dividends declared | (10,283) | (10,283) | (10,283) | |||||
Distributions to non-controlling interests | (80) | (80) | ||||||
Contribution from non-controlling interest | 227 | 227 | ||||||
Net income | 96,160 | 88,020 | 88,020 | 8,140 | ||||
Balance (in shares) at Jun. 30, 2022 | 143,080,328 | |||||||
Balance at Jun. 30, 2022 | 5,139,775 | $ 2 | 2,665,286 | 3,866,762 | (255,309) | (1,149,722) | 5,127,019 | 12,756 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Other comprehensive income (loss) | (79,868) | (79,868) | (79,868) | |||||
Stock-based compensation activity (in shares) | 41,278 | |||||||
Stock-based compensation activity | 24,301 | 26,624 | (2,323) | 24,301 | ||||
Common stock repurchases (in shares) | (158,499) | |||||||
Common stock repurchases | (21,033) | (21,033) | (21,033) | |||||
Dividends declared | (10,322) | (10,322) | (10,322) | |||||
Distributions to non-controlling interests | (7,601) | (7,601) | ||||||
Net income | $ 156,316 | 155,956 | 155,956 | 360 | ||||
Balance (in shares) at Sep. 30, 2022 | 142,963,107 | 142,963,107 | ||||||
Balance at Sep. 30, 2022 | $ 5,201,568 | $ 2 | $ 2,691,910 | $ 4,012,396 | $ (335,177) | $ (1,173,078) | $ 5,196,053 | $ 5,515 |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Equity (Parenthetical) - $ / shares | 3 Months Ended | ||||||||||||
Aug. 31, 2022 | May 27, 2022 | Mar. 30, 2022 | Dec. 01, 2021 | Aug. 27, 2021 | May 27, 2021 | Mar. 25, 2021 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | |
Statement of Stockholders' Equity [Abstract] | |||||||||||||
Cash dividends declared (in dollars per share) | $ 0.07 | $ 0.07 | $ 0.07 | $ 0.07 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.07 | $ 0.07 | $ 0.07 | $ 0.06 | $ 0.06 | $ 0.06 |
Business and Organization
Business and Organization | 9 Months Ended |
Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business and Organization | 1. BUSINESS AND ORGANIZATION: Quanta Services, Inc. (together with its subsidiaries, Quanta) is a leading provider of specialty contracting services, delivering comprehensive infrastructure solutions for the electric and gas utility, renewable energy, communications, pipeline and energy industries in the United States, Canada, Australia and select other international markets. Quanta reports its results under three reportable segments: (1) Electric Power Infrastructure Solutions, (2) Renewable Energy Infrastructure Solutions and (3) Underground Utility and Infrastructure Solutions. Electric Power Infrastructure Solutions Segment The Electric Power Infrastructure Solutions segment provides comprehensive network solutions to customers involved in the electric power industry. Services include design, procurement, new construction, upgrade and repair and maintenance for electric power transmission and distribution infrastructure, both overhead and underground, and substation facilities, along with other engineering and technical services. This includes solutions that support the implementation of upgrades by utilities to modernize and harden the electric power grid in order to ensure its safety and enhance reliability. In addition, this segment provides emergency restoration services, including the repair of infrastructure damaged by fire and inclement weather; the energized installation, maintenance and upgrade of electric power infrastructure utilizing bare hand and hot stick methods and Quanta’s robotic arm techniques; and the installation of “smart grid” technologies on electric power networks. This segment also provides comprehensive design and construction solutions to wireline and wireless communications companies, cable multi-system operators and other customers within the communications industry, including services in connection with 5G wireless deployment; and the design, installation, maintenance and repair services related to commercial and industrial wiring. Additionally, this segment provides aviation services primarily for the utility industry, including the transportation of line workers, the setting of poles and towers and the stringing of wires. The majority of the financial results of Quanta’s postsecondary educational institution, which specializes in pre-apprenticeship training, apprenticeship training and specialized utility task training for electric workers, as well as training for the gas distribution and communications industries, are also included in the segment. Renewable Energy Infrastructure Solutions Segment The Renewable Energy Infrastructure Solutions segment provides comprehensive infrastructure solutions to customers involved in the renewable energy industry. Services include engineering, procurement, new construction, repowering and repair and maintenance for renewable generation facilities, such as utility-scale wind, solar, and hydropower generation facilities and battery storage facilities, as well as engineering and construction services for substations and switchyards, transmission and other electrical infrastructure needed to interconnect and transmit renewable energy generation and battery storage facilities. Underground Utility and Infrastructure Solutions Segment The Underground Utility and Infrastructure Solutions segment provides comprehensive infrastructure solutions for customers involved in the development, transportation, distribution, storage and processing of natural gas, oil and other products. Services include design, engineering, procurement, new construction, upgrade and repair and maintenance for natural gas systems for gas utility customers, as well as pipeline protection, integrity testing, rehabilitation and replacement services. Quanta also provides catalyst replacement services, high-pressure and critical-path turnaround services, instrumentation and electrical services, piping, fabrication and storage tank services for the midstream and downstream industrial energy markets. This segment also provides engineering and construction services for pipeline systems, storage systems and compressor and pump stations and the fabrication of pipeline support systems and related structures and facilities, as well as trenching, directional boring and mechanized welding services related to the services described above and in connection with Quanta’s electric power infrastructure services. This segment also provides engineering, construction and maintenance services for energy transition and carbon-reduction related projects, such as alternative fuel facilities, carbon capture systems and hydrogen facilities. |
Basis of Presentation and Accou
Basis of Presentation and Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Accounting Policies | 2. BASIS OF PRESENTATION AND ACCOUNTING POLICIES: Interim Condensed Consolidated Financial Information These unaudited condensed consolidated financial statements have been prepared pursuant to the rules of the U.S. Securities and Exchange Commission (SEC). Certain information and footnote disclosures, normally included in annual financial statements prepared in accordance with generally accepted accounting principles in the United States (GAAP), have been condensed or omitted pursuant to those rules and regulations. Quanta believes that the disclosures made are adequate to make the information presented not misleading. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary to fairly state the financial position, results of operations, comprehensive income and cash flows with respect to the interim condensed consolidated financial statements have been included. The results of operations and comprehensive income for the interim periods are not necessarily indicative of the results for the entire fiscal year. The results of Quanta have historically been subject to significant seasonal fluctuations. Quanta recommends that these unaudited condensed consolidated financial statements be read in conjunction with the audited consolidated financial statements and notes thereto of Quanta and its consolidated subsidiaries. Certain of Quanta’s accounting policies are included in Note 2 of the Notes to Consolidated Financial Statements in Item 8. Financial Statements and Supplementary Data in Part II of the 2021 Annual Report. |
New Accounting Pronouncements
New Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
New Accounting Pronouncements | 3. NEW ACCOUNTING PRONOUNCEMENTS: New Accounting Pronouncement Not Yet Adopted In October 2021, the Financial Accounting Standards Board (FASB) issued an update that requires an entity to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with FASB ASC 606 (Revenue from Contracts with Customers). At the acquisition date, an acquirer should account for the related contract revenue in accordance with FASB ASC 606. This update is effective for interim and annual periods beginning after December 15, 2022, with amendments generally applied prospectively. Quanta will adopt this update by January 1, 2023, and it is not expected to have a material impact on Quanta’s consolidated financial statements at the date of adoption. In June 2022, the FASB issued an update that clarifies the guidance in FASB ASC 820 (Fair Value Measurement) for equity securities subject to contractual sale restrictions. The update prohibits entities from taking into account contractual restrictions on the sale of equity securities when estimating fair value and introduces required disclosures for such transactions. This update is effective for interim and annual periods after December 15, 2023. Early adoption is permitted. Quanta will adopt this update by January 1, 2024, and it is currently evaluating the impact, if any, of adopting this guidance on our consolidated financial statements and disclosures. Quanta expects the adoption of this update will result in the fair market value of consideration and, as a result, goodwill for certain future acquisitions to be higher than they would have been before adoption. |
Revenue Recognition and Related
Revenue Recognition and Related Balance Sheet Accounts | 9 Months Ended |
Sep. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition and Related Balance Sheet Accounts | 4. REVENUE RECOGNITION AND RELATED BALANCE SHEET ACCOUNTS: Contracts Certain of Quanta’s services are generally provided pursuant to master service agreements (MSAs), repair and maintenance contracts and fixed price and non-fixed price construction contracts. These contracts are classified into three categories: unit-price contracts, cost-plus contracts and fixed price contracts. The following tables present Quanta’s revenue disaggregated by contract type and by geographic location, as determined by the job location (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 By contract type: Unit-price contracts $ 1,597,640 35.8 % $ 1,399,358 41.8 % 4,407,147 34.8 % $ 3,593,644 39.7 % Cost-plus contracts 986,262 22.1 % 825,622 24.6 % 2,879,492 22.8 % 2,247,879 24.8 % Fixed price contracts 1,875,855 42.1 % 1,128,298 33.6 % 5,370,646 42.4 % 3,215,152 35.5 % Total revenues $ 4,459,757 100.0 % $ 3,353,278 100.0 % $ 12,657,285 100.0 % $ 9,056,675 100.0 % Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 By primary geographic location: United States $ 3,760,019 84.3 % $ 2,892,446 86.2 % $ 10,751,325 84.9 % $ 7,669,360 84.7 % Canada 512,803 11.5 % 382,072 11.4 % 1,503,174 11.9 % 1,123,077 12.4 % Australia 130,851 2.9 % 52,804 1.6 % 275,421 2.2 % 170,719 1.9 % Others 56,084 1.3 % 25,956 0.8 % 127,365 1.0 % 93,519 1.0 % Total revenues $ 4,459,757 100.0 % $ 3,353,278 100.0 % $ 12,657,285 100.0 % $ 9,056,675 100.0 % Under fixed-price contracts, as well as unit-price contracts with more than an insignificant amount of partially completed units, revenue is recognized as performance obligations are satisfied over time, with the percentage of completion generally measured as the percentage of costs incurred to total estimated costs for such performance obligation. Approximately 52.4% and 42.5% of Quanta’s revenues recognized during the three months ended September 30, 2022 and 2021 were associated with this revenue recognition method, and 51.5% and 43.4% of Quanta’s revenues recognized during the nine months ended September 30, 2022 and 2021 were associated with this revenue recognition method. Performance Obligations As of September 30, 2022 and December 31, 2021, the aggregate transaction price allocated to unsatisfied or partially satisfied performance obligations was approximately $6.83 billion and $5.90 billion, with 79.2% and 81.8% expected to be recognized in the subsequent twelve months. These amounts represent management’s estimates of the consolidated revenues that are expected to be realized from the remaining portion of firm orders under fixed price contracts not yet completed or for which work had not yet begun as of such dates. For purposes of calculating remaining performance obligations, Quanta includes all estimated revenues attributable to consolidated joint ventures and variable interest entities, revenues from funded and unfunded portions of government contracts to the extent they are reasonably expected to be realized, and revenues from change orders and claims to the extent management believes additional contract revenues will be earned and are deemed probable of collection. Excluded from remaining performance obligations are potential orders under MSAs and non-fixed price contracts expected to be completed within one year. Contract Estimates and Changes in Estimates Actual revenues and project costs can vary, sometimes substantially, from previous estimates due to changes in a variety of factors, including unforeseen or changed circumstances not included in Quanta’s cost estimates or covered by its contracts. Some of the factors that can result in positive changes in estimates on projects include successful execution through project risks, reduction of estimated project costs or increases of estimated revenues. Some of the factors that can result in negative changes in estimates include concealed or unknown site conditions; changes to or disputes with customers regarding the scope of services; changes in estimates related to the length of time to complete a performance obligation; changes or delays with respect to permitting and regulatory requirements and materials; changes in the cost of equipment, commodities, materials or skilled labor; unanticipated costs or claims due to delays or failure to perform by customers or third parties; customer failure to provide required materials or equipment; errors in engineering, specifications or designs; project modifications; adverse weather conditions, natural disasters, and other emergencies (including the COVID-19 pandemic); and performance and quality issues causing delay (including payment of liquidated damages) or requiring rework or replacement. Any changes in estimates could result in changes to profitability or losses associated with the related performance obligations. Additionally, changes in cost estimates on certain contracts may result in the issuance of change orders, which can be approved or unapproved by the customer, or the assertion of contract claims. Quanta recognizes amounts associated with change orders and claims as revenue if it is probable that the contract price will be adjusted and the amount of any such adjustment can be reasonably estimated. As of September 30, 2022 and December 31, 2021, Quanta had recognized revenues of $524.1 million and $367.8 million related to change orders and claims included as contract price adjustments that were in the process of being negotiated in the normal course of business. The largest component of the revenues recognized related to change orders and claims as of September 30, 2022 is associated with a large renewable transmission project in Canada, which was primarily attributable to decreased productivity and additional costs that arose from delays, administrative requirements and labor issues due to the COVID-19 pandemic in 2021 and the first quarter of 2022, including additional governmental requirements and worksite restrictions. Additionally, a wildfire in the region and the remote location of the project exacerbated the operational challenges related to labor force and project efficiency. Due to these challenges, Quanta and the customer agreed on a revised timeline and plan for the project, which requires an additional winter season of work through the spring of 2024 and resulted in a substantial increase to the change order and claim balance during the nine months ended September 30, 2022. Additionally, during the three months ended September 30, 2022, Quanta collected amounts associated with the majority of the change orders and claims from an electric infrastructure project in Canada that was substantially completed during the three months ended March 31, 2022. The change orders and claims associated with this project represented a significant portion of the revenues recognized in prior periods. Changes in estimated revenues, costs and profit are recognized on a cumulative catch-up basis and recorded in the period they are determined to be probable and can be reasonably estimated. Such changes in estimates can result in the recognition of revenue in a current period for performance obligations that were satisfied or partially satisfied in prior periods or the reversal of previously recognized revenue if the currently estimated revenue is less than the previous estimate. The impact of a change in contract estimate is measured as the difference between the revenue or gross profit recognized in the prior period as compared to the revenue or gross profit which would have been recognized had the revised estimate been used as the basis of recognition in the prior period. Changes in estimates can also result in contract losses, which are recognized in full when they are determined to be probable and can be reasonably estimated. Revenues were positively impacted by $76.2 million and $53.2 million during the three months ended September 30, 2022 and 2021 as a result of changes in estimates associated with performance obligations on fixed price contracts partially satisfied prior to June 30, 2022 and 2021. Revenues were positively impacted by $119.7 million and $151.7 million during the nine months ended September 30, 2022 and 2021 as a result of changes in estimates associated with performance obligations on fixed price contracts partially satisfied prior to December 31, 2021 and 2020. Operating results for the three months ended September 30, 2022 were favorably impacted by $70.6 million, or 10.2% of gross profit, as a result of aggregate changes in contract estimates related to projects that were in progress as of June 30, 2022. The overall favorable impact resulted from net positive changes in estimates across a large number of projects, primarily as a result of favorable performance and successful mitigation of risks and contingencies as the projects progressed to completion. Operating results for the nine months ended September 30, 2022 were favorably impacted by $108.1 million, or 5.8% of gross profit, as a result of aggregate changes in contract estimates related to projects that were in progress as of December 31, 2021. The overall favorable impact resulted from net positive changes in estimates across a large number of projects, primarily as a result of favorable performance and successful mitigation of risks and contingencies as the projects progressed to completion. Partially offsetting the aggregate net favorable impact to gross profit was a negative change in estimate of $21.8 million for the nine months ended September 30, 2022, associated with the large renewable transmission project in Canada, described further above. Operating results for the three months ended September 30, 2021 were favorably impacted by $41.9 million, or 7.8% of gross profit, as a result of aggregate changes in contract estimates related to projects that were in progress at June 30, 2021. Operating results for the nine months ended September 30, 2021 were favorably impacted by $127.4 million, or 9.4% of gross profit, as a result of aggregate changes in contract estimates related to projects that were in progress at December 31, 2020. The net favorable impacts resulted from net positive changes in estimates across a large number of projects, primarily as a result of favorable performance and successful mitigation of risks and contingencies as the projects progressed to completion. Contract Assets and Liabilities Contract assets and liabilities consisted of the following (in thousands): September 30, 2022 December 31, 2021 Contract assets $ 1,127,181 $ 803,453 Contract liabilities $ 830,351 $ 802,872 Contract assets and liabilities fluctuate period to period based on various factors, including, among others, changes in the number and size of projects in progress at period end; variability in billing and payment terms, such as up-front or advance billings, interim or milestone billings, or deferred billings; and unapproved change orders and contract claims recognized as revenues. The increase in contract assets from December 31, 2021 to September 30, 2022 was primarily due to increased working capital requirements, including the timing of billings and unapproved change orders and claims related to the large renewable transmission project in Canada described above. During the nine months ended September 30, 2022, Quanta recognized revenue of approximately $667.2 million related to contract liabilities outstanding as of December 31, 2021. Accounts Receivable, Allowance for Credit Losses and Concentrations of Credit Risk Quanta’s historical loss ratio and its determination of its risk pool, which are used to calculate expected credit losses, may be adjusted for changes in customer credit concentrations within its portfolio of financial assets, its customers’ ability to pay, and other considerations, such as economic and market changes, changes to regulatory or technological environments affecting customers and the consistency between current and forecasted economic conditions and historical economic conditions used to derive historical loss ratios. At the end of each quarter, management reassesses these and other relevant factors, including the impact of inflationary pressure, ongoing supply chain and other logistical challenges and potential uncertainty and further effects on the energy market and overall economy caused by the COVID-19 pandemic. Activity in Quanta’s allowance for credit losses consisted of the following (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Balance at beginning of period $ 49,707 $ 39,713 $ 49,749 $ 16,546 Increase (decrease) in provision for credit losses 2,343 249 2,048 24,169 Write-offs charged against the allowance net of recoveries of amounts previously written off (33,030) (253) (32,777) (1,006) Balance at end of period $ 19,020 $ 39,709 $ 19,020 $ 39,709 Provision for credit losses is included in “Selling, general and administrative expenses” in the consolidated statements of operations. During the three months ended September 30, 2022, Quanta determined that $31.7 million of receivables that were fully reserved in previous periods were uncollectible, and as such wrote off the receivables against their related allowances. The receivables were from Limetree Bay Refining, LLC (Limetree Refining), which filed for bankruptcy in July 2021, and an affiliate, customers within Quanta’s Underground Utility and Infrastructure Solutions segment. Provisions for such receivables of $23.6 million and $8.1 million were recognized in the three months ended June 30, 2021 and December 31, 2021. Quanta is subject to concentrations of credit risk related primarily to its net receivable position with customers, which includes amounts related to billed and unbilled accounts receivable and contract assets net of advanced billings with the same customer. Quanta grants credit under normal payment terms, generally without collateral, to its customers, which primarily include utilities, renewable energy developers, communications providers, industrial companies and energy delivery companies located primarily in the United States, Canada and Australia. One customer within the Renewable Energy Infrastructure Solutions segment represented 11% of Quanta’s consolidated net receivable position as of September 30, 2022 and December 31, 2021. Another customer, when combined with the net receivable position of a joint venture in which such customer owns a 50% interest, also represented 11% of Quanta’s consolidated net receivable position as of December 31, 2021. Quanta’s projects with this customer are primarily within the Electric Power Infrastructure Solutions and Renewable Energy Infrastructure Solutions segments. No customer represented 10% or more of Quanta’s consolidated revenues for the three and nine months ended September 30, 2022 or 2021. Certain contracts allow customers to withhold a small percentage of billings pursuant to retainage provisions, and such amounts are generally due upon completion of the contract and acceptance of the project by the customer. Based on Quanta’s experience in recent years, the majority of these retainage balances are expected to be collected within approximately one year. Retainage balances with expected settlement dates within one year of September 30, 2022 and December 31, 2021 were $339.9 million and $406.7 million, which are included in “Accounts receivable.” Retainage balances with expected settlement dates beyond one year were $134.1 million and $93.9 million and are included in “Other assets, net.” Quanta recognizes unbilled receivables for non-fixed price contracts within “Accounts receivable” in certain circumstances, such as when revenues have been earned and recorded but the amount cannot be billed under the terms of the contract until a later date or when amounts arise from routine lags in billing (for example, work completed during one month but not billed until the next month). These balances do not include revenues recognized for work performed under fixed-price contracts, as these amounts are recorded as “Contract assets.” As of September 30, 2022 and December 31, 2021, unbilled receivables included in “Accounts receivable” were $977.2 million and $679.0 million. The increase in unbilled receivables was primarily due to significant increases in work and certain delays in billing related to certain large customers. Quanta also recognizes unearned revenues for non-fixed price contracts when cash is received prior to recognizing revenues for the related performance obligation. Unearned revenues, which are included in “Accounts payable and accrued expenses,” were $57.4 million and $51.8 million as of September 30, 2022 and December 31, 2021. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | 5. SEGMENT INFORMATION: Beginning with the three months ended December 31, 2021, Quanta reports results under three reportable segments: (1) Electric Power Infrastructure Solutions, (2) Renewable Energy Infrastructure Solutions and (3) Underground Utility and Infrastructure Solutions. The Renewable Energy Infrastructure Solutions segment was added primarily due to the acquisition of Blattner Holding Company and its operating subsidiaries (collectively, Blattner) on October 13, 2021. For additional information regarding this acquisition, see Note 6. In conjunction with this change, certain prior period amounts have been recast to conform to this new segment reporting structure. This structure is generally based on the broad end-user markets for Quanta’s services. See Note 1 for additional information regarding Quanta’s reportable segments. Quanta’s segment results are derived from the types of services provided across its operating companies in each of its end user markets. Quanta’s entrepreneurial business model allows multiple operating companies to serve the same or similar customers and to provide a range of services across end user markets. Reportable segment information, including revenues and operating income by type of work, is gathered from each operating company for the purpose of evaluating segment performance in support of Quanta’s market strategies. Classification of operating company revenues by type of work for segment reporting purposes can require judgment on the part of management. Quanta’s operating companies may perform joint projects for customers in multiple industries, deliver multiple types of services under a single customer contract or provide service offerings to various industries. For example, Quanta performs joint trenching projects to install distribution lines for electric power and natural gas customers. In addition, integrated operations and common administrative support for Quanta’s operating companies require that certain allocations be made to determine segment profitability, including allocations of corporate shared and indirect operating costs as well as general and administrative costs. Certain corporate costs are not allocated, including facility costs, acquisition and integration costs, non-cash stock-based compensation, amortization related to intangible assets, asset impairment related to goodwill and intangible assets and change in fair value of contingent consideration liabilities. The following table sets forth segment revenues, segment operating income (loss) and operating margins for the three and nine months ended September 30, 2022 and 2021. Operating margins are calculated by dividing operating income by revenues. The following table shows dollars in thousands: Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Revenues: Electric Power Infrastructure Solutions $ 2,282,332 51.2 % $ 1,996,789 59.5 % $ 6,620,459 52.3 % $ 5,488,597 60.6 % Renewable Energy Infrastructure Solutions 978,779 21.9 331,679 9.9 2,778,647 22.0 1,047,766 11.6 Underground Utility and Infrastructure Solutions 1,198,646 26.9 1,024,810 30.6 3,258,179 25.7 2,520,312 27.8 Consolidated revenues $ 4,459,757 100.0 % $ 3,353,278 100.0 % $ 12,657,285 100.0 % $ 9,056,675 100.0 % Operating income (loss) : Electric Power Infrastructure Solutions (1) $ 255,457 11.2 % $ 252,415 12.6 % $ 691,026 10.4 % $ 613,121 11.2 % Renewable Energy Infrastructure Solutions 88,885 9.1 % 35,868 10.8 % 240,514 8.7 % 111,096 10.6 % Underground Utility and Infrastructure Solutions 101,351 8.5 % 68,167 6.7 % 239,469 7.3 % 100,917 4.0 % Corporate and Non-Allocated Costs (2) (158,902) (3.6) % (108,373) (3.2) % (558,346) (4.4) % (301,677) (3.3) % Consolidated operating income $ 286,791 6.4 % $ 248,077 7.4 % $ 612,663 4.8 % $ 523,457 5.8 % (1) Operating income for the Electric Power Infrastructure Solutions segment includes equity in earnings of integral unconsolidated affiliates that are operationally integral to the operations of Quanta, which primarily consists of equity in earnings related to Quanta’s equity interest in LUMA Energy, LLC (LUMA). (2) Corporate and Non-Allocated Costs for the three months ended September 30, 2022 and 2021 included amortization expense of $67.1 million and $22.8 million and non-cash stock-based compensation of $26.6 million and $21.6 million. Corporate and Non-Allocated Costs for the nine months ended September 30, 2022 and 2021 included amortization expense of $290.8 million and $65.4 million and non-cash stock-based compensation of $77.7 million and $64.3 million. Separate measures of Quanta’s assets and cash flows by reportable segment, including capital expenditures, are not produced or utilized by management to evaluate segment performance. Quanta’s fixed assets, which are primarily held at the operating company level, include operating machinery, equipment and vehicles, office equipment, buildings and leasehold improvements, and are generally used on an interchangeable basis across its reportable segments. As such, for reporting purposes, total depreciation expense is allocated each quarter among Quanta’s reportable segments based on the ratio of each reportable segment’s revenue contribution to consolidated revenues. The following table shows dollars in thousands: Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Depreciation: Electric Power Infrastructure Solutions $ 35,896 $ 34,859 $ 109,456 $ 104,053 Renewable Energy Infrastructure Solutions 11,214 2,338 29,625 6,873 Underground Utility and Infrastructure Solutions 20,311 20,958 61,916 63,183 Corporate and Non-Allocated Costs 6,086 3,461 17,423 12,371 Consolidated depreciation $ 73,507 $ 61,616 $ 218,420 $ 186,480 Foreign Operations |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | 6. ACQUISITIONS: The results of operations of acquired businesses have been included in Quanta’s consolidated financial statements since the respective acquisition dates. In July 2022, Quanta acquired a business located in the United States that provides construction contracting services, specializing in trenching and underground pipeline and electrical conduit installation. Consideration for this acquisition included $22.0 million paid or payable in cash (subject to certain adjustments). Additionally, the former owners of this business are eligible to receive a potential payment of up to $15.0 million (contingent consideration), payable to the extent the acquired business achieves certain financial performance targets over a five-year period that began in July 2022. Based on the estimated fair value of the contingent consideration, Quanta recorded a $2.6 million liability as of the date of the acquisition. The results of the acquired business are included in the Electric Power Infrastructure Solutions segment. On October 13, 2021, Quanta completed the acquisition of Blattner, a large and leading utility-scale renewable energy infrastructure solutions provider that is located in and primarily operates in North America. Blattner provides comprehensive solutions to customers in the renewable energy industry, which generally include front-end engineering, procurement, project management and construction services for wind, solar and energy storage projects. Consideration for this acquisition included $2.43 billion paid in cash, which includes the final post-closing adjustments, and 3,326,955 shares of Quanta common stock, which had a fair value of $345.4 million as of the date of the acquisition. Additionally, the former owners of Blattner are eligible to receive potential payment of up to $300.0 million of contingent consideration, payable to the extent the acquired business achieves certain financial performance targets each fiscal year over a three-year period that began in January 2022. Based on the estimated fair value of the contingent consideration, Quanta recorded a $125.6 million liability as of the date of the acquisition. As of September 30, 2022, the fair value of the contingent consideration liability was $134.5 million. The contingent consideration is earned based on performance during each year of the three-year performance period ending on December 31, 2024, and amounts earned are payable in cash after the end of the applicable performance year. Quanta may defer payment of earned contingent consideration amounts, at its sole discretion, until after the end of the entire three-year performance period; however, any deferred amounts will accrue interest at five percent per annum until paid. Blattner’s results have been included in Quanta’s consolidated financial statements in the Renewable Energy Infrastructure Solutions segment since the acquisition date. During the year ended December 31, 2021, Quanta also acquired the following businesses: three businesses located in the United States that provide electric power construction and related services; a communications services business located in the United States that performs data center connection services; a business located in the United States that designs, develops and holds a certification for the manufacture of personal protective breathing equipment and related monitoring devices primarily used in the refining and petrochemical industries, including in connection with catalyst services; a business that provides turnaround and catalyst change-out services to the refining and petrochemical industries primarily in the United States and Canada; a business located in Canada that provides front-end land services for infrastructure development projects in Canada and the United States; a business located in the United States that primarily provides horizontal directional drilling services; and a communications services business located in the United States. The aggregate consideration for these acquisitions was $328.4 million paid or payable in cash (subject to certain adjustments) and 187,093 shares of Quanta common stock, which had an aggregate fair value of $16.9 million as of the applicable acquisition dates. The results of the manufacturing business and the turnaround and catalyst change-out business are generally included in the Underground Utility and Infrastructure Solutions segment and the results of the remaining businesses are generally included in the Electric Power Infrastructure Solutions segment. Purchase Price Allocation Quanta is finalizing its purchase price allocations related to businesses acquired subsequent to September 30, 2021, and further adjustments to the purchase price allocations may occur, with possible updates primarily related to tax estimates and the finalization of closing working capital adjustments. The aggregate consideration paid or payable for businesses acquired between September 30, 2021 and September 30, 2022 was allocated to acquired assets and assumed liabilities, which resulted in an allocation of $230.7 million to net tangible assets, $1.52 billion to identifiable intangible assets and $1.46 billion to goodwill. The following table summarizes the fair value of total consideration transferred or estimated to be transferred and the fair value of assets acquired and liabilities assumed as of September 30, 2022 for acquisitions completed in the periods shown below (in thousands). Nine Months Ended Year Ended September 30, 2022 December 31, 2021 Consideration: Blattner All Others Cash paid or payable $ 21,990 $ 2,434,877 $ 328,375 Value of Quanta common stock issued — 345,422 16,922 Contingent consideration 2,600 125,632 — Fair value of total consideration transferred or estimated to be transferred $ 24,590 $ 2,905,931 $ 345,297 Cash and cash equivalents $ 101 $ 171,950 $ 9,911 Accounts receivable 1,755 411,835 63,033 Contract assets — 13,622 8,322 Other current assets 72 57,803 6,262 Property and equipment 2,266 179,530 71,736 Other assets — 191 230 Identifiable intangible assets 13,109 1,425,000 104,143 Current maturities of long-term debt and short-term debt — (2,304) — Accounts payable and accrued liabilities (1,408) (481,047) (29,481) Contract liabilities (3,530) (227,040) (384) Deferred tax liabilities, net — — (2,424) Other long-term liabilities — (7,764) — Total identifiable net assets 12,365 1,541,776 231,348 Goodwill 12,225 1,364,155 113,948 Fair value of net assets acquired $ 24,590 $ 2,905,931 $ 345,296 Goodwill represents the amount by which the purchase price for an acquired business exceeds the net fair value of the identifiable assets acquired and liabilities assumed. Goodwill included in the Renewable Energy Infrastructure Solutions Segment increased by $64.9 million during the nine months ended September 30, 2022 as a result of certain post-closing consideration adjustments associated with Quanta’s acquisition of Blattner. The acquisitions completed during the nine months ended September 30, 2022 and the year ended December 31, 2021 strategically expanded Quanta’s domestic renewable energy infrastructure solutions, domestic and international electric power infrastructure solutions, domestic communications service offerings, and domestic and international underground utility and infrastructure solutions, which Quanta believes contributes to the recognition of the goodwill. Approximately $12.2 million and $1.49 billion of goodwill is expected to be deductible for income tax purposes related to acquisitions completed in the nine months ended September 30, 2022 and the year ended December 31, 2021. The following table summarizes the estimated fair values of identifiable intangible assets for the acquisitions completed in the nine months ended September 30, 2022 and the year ended December 31, 2021 as of the acquisition dates and the related weighted average amortization periods by type (in thousands, except for weighted average amortization periods, which are in years). 2021 2022 Blattner All Others Estimated Fair Value Weighted Average Amortization Period in Years Estimated Fair Value Weighted Average Amortization Period in Years Estimated Fair Value Weighted Average Amortization Period in Years Customer relationships $ 11,565 6.0 $ 1,045,000 7.0 $ 77,563 6.7 Backlog 557 0.5 130,000 0.7 6,431 1.2 Trade names 850 15.0 250,000 15.0 5,298 14.9 Non-compete agreements 137 5.0 — N/A 5,823 5.0 Patented rights, developed technology, and process certifications — N/A — N/A 9,028 3.5 Total intangible assets subject to amortization $ 13,109 6.4 $ 1,425,000 7.8 $ 104,143 6.4 The significant estimates used by management in determining the fair values of customer relationship intangible assets include future revenues, discount rates and customer attrition rates. The following table includes the discount rates and customer attrition rates used to determine the fair value of customer relationship intangible assets for businesses acquired during the nine months ended September 30, 2022 and the year ended December 31, 2021 as of the respective acquisition dates: 2022 2021 Rate Range Weighted Average Discount rates 22% 18% to 26% 18% Customer attrition rates 20% 8% to 30% 10% Contingent Consideration As described above, certain business acquisitions have contingent consideration liabilities associated with the transactions. The aggregate fair value of these outstanding contingent consideration liabilities and their classification in the accompanying consolidated balance sheets is as follows (in thousands): September 30, 2022 December 31, 2021 Accounts payable and accrued expenses $ 4,975 $ 2,591 Insurance and other non-current liabilities 143,175 140,482 Total contingent consideration liabilities $ 148,150 $ 143,073 Quanta’s aggregate contingent consideration liabilities can change due to additional business acquisitions, settlement of outstanding liabilities, accretion in present value and changes in the estimated fair value of amounts based on the impact of interest rates and the performance of acquired businesses in post-acquisition periods. These changes are reflected in “Change in fair value of contingent consideration liabilities” in the accompanying consolidated statements of operations. The majority of Quanta’s outstanding contingent consideration liabilities are subject to a maximum payment amount, and the aggregate maximum payment amount of these liabilities totaled $327.0 million as of September 30, 2022. Pro Forma Results of Operations The following unaudited supplemental pro forma results of operations for Quanta, which incorporate the acquisitions completed in the nine months ended September 30, 2022 and the year ended December 31, 2021, have been provided for illustrative purposes only and do not purport to be indicative of the actual results that would have been achieved by the combined companies for the periods presented or that may be achieved by the combined companies in the future. Future results may vary significantly from the results reflected in the following pro forma financial information because of future events and transactions, as well as other factors (in thousands, except per share amounts). Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Revenues $ 4,459,757 $ 4,201,655 $ 12,666,933 $ 11,394,008 Gross profit $ 688,830 $ 698,695 $ 1,862,122 $ 1,808,795 Selling, general and administrative expenses $ (347,449) $ (313,125) $ (997,801) $ (967,517) Amortization of intangible assets $ (67,147) $ (67,886) $ (291,849) $ (203,956) Net income $ 156,316 $ 226,566 $ 335,329 $ 459,055 Net income attributable to common stock $ 155,956 $ 225,533 $ 326,442 $ 454,526 Earnings per share attributable to common stock: Basic $ 1.09 $ 1.57 $ 2.27 $ 3.16 Diluted $ 1.06 $ 1.53 $ 2.20 $ 3.07 The pro forma combined results of operations for the three and nine months ended September 30, 2022 and 2021 were prepared by adjusting the historical results of Quanta to include the historical results of the businesses acquired in 2022 as if such acquisitions had occurred January 1, 2021. The pro forma combined results of operations for the three and nine months ended September 30, 2021 were prepared by adjusting the historical results of Quanta to include the historical results of the businesses acquired in 2021 as if such acquisitions had occurred January 1, 2020. These pro forma combined historical results were adjusted for the following: a reduction of interest and other financing expenses as a result of the repayment of outstanding indebtedness of the acquired businesses; an increase in interest and other financing expenses as a result of the cash consideration paid and debt incurred by Quanta for the purpose of financing the acquisition of Blattner; an increase in amortization expense due to the intangible assets recorded; elimination of inter-company sales; changes in depreciation expense to adjust acquired property and equipment to the acquisition date fair value and to conform with Quanta’s accounting policies; an increase in the number of outstanding shares of Quanta common stock; reclassifications to conform the acquired businesses’ presentation to Quanta’s accounting policies; and elimination of certain transaction costs incurred by Blattner and directly related to the acquisition of the business by Quanta. The pro forma combined results of operations do not include any adjustments to eliminate the impact of acquisition-related costs incurred by Quanta or any cost savings or other synergies that resulted or may result from the acquisitions. As noted above, the pro forma results of operations do not purport to be indicative of the actual results that would have been achieved by the combined company for the periods presented or that may be achieved by the combined company in the future. Results of Operations Revenues of $5.1 million and income before income taxes of $0.2 million, which includes $0.6 million of acquisition-related costs, related to the acquisition completed in 2022 are included in Quanta’s condensed consolidated results of operations for the three and nine months ended September 30, 2022. Revenues of $55.2 million and income before income taxes of $1.0 million, which included $10.6 million acquisition-related costs, related to the acquisitions completed in the three months ended September 30, 2021 are included in Quanta’s condensed consolidated results of operations for the three months ended September 30, 2021. Revenues of $63.0 million and income before income taxes of $1.0 million, which included $11.4 million of acquisition-related costs, related to the acquisitions completed in the nine months ended September 30, 2021 are included in Quanta’s condensed consolidated results of operations for the nine months ended September 30, 2021. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | 7. GOODWILL AND OTHER INTANGIBLE ASSETS: Goodwill, net of accumulated impairment losses, represents the excess of cost over the fair market value of net tangible and identifiable intangible assets of acquired businesses and is stated at cost. Quanta’s reporting units for the purpose of assessing goodwill impairment align with its three reportable segments. Goodwill is not amortized but is tested for impairment annually in the fourth quarter of the fiscal year, or more frequently if events or circumstances arise which indicate that goodwill may be impaired. Qualitative indicators that may trigger the need for annual or interim quantitative impairment testing include, among other things, deterioration in macroeconomic conditions; declining financial performance; deterioration in the operational environment; an expectation of selling or disposing of a portion of a reporting unit; a significant change in market, management, business strategy or business climate; a loss of a significant customer; increased competition; a sustained decrease in share price; or a decrease in Quanta’s market capitalization below book value. Quanta did not identify any triggering events in and did not recognize any goodwill impairments for the three and nine months ended September 30, 2022. Quanta’s intangible assets include customer relationships; backlog; trade names; non-compete agreements; patented rights, developed technology, and process certifications; and curriculum, all of which are subject to amortization; as well as an engineering license, which is not subject to amortization. Quanta did not identify any triggering events in and did not recognize any intangible asset impairments for the three and nine months ended September 30, 2022. In connection with its annual goodwill assessment in 2021, Quanta also considered the sensitivity of its fair value estimates to changes in certain valuation assumptions, including with respect to reporting units within Quanta’s Underground Utility and Infrastructure Solutions segment that were negatively impacted by energy market challenges. In particular, two Canadian pipeline-related businesses were identified in the annual goodwill assessment to have an increased risk of goodwill impairment in the near and medium term. After taking into account a 10% decrease in fair value, these reporting units would have had fair values below their carrying amounts as of December 31, 2021. The aggregate goodwill and intangible asset balances for these two businesses totaled $70.0 million and $8.9 million as of September 30, 2022. Quanta will continue to monitor the goodwill associated with these reporting units, and should they suffer additional declines in actual or forecasted financial results, the risk of goodwill impairment would increase. |
Investments in Affiliates and O
Investments in Affiliates and Other Entities | 9 Months Ended |
Sep. 30, 2022 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Affiliates and Other Entities | 8. INVESTMENTS IN AFFILIATES AND OTHER ENTITIES: Equity Method Investments The carrying values for Quanta’s unconsolidated equity method investments were $135.4 million and $101.2 million as of September 30, 2022 and December 31, 2021 and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. Included in the carrying value as of September 30, 2022 was $82.2 million related to integral unconsolidated affiliates and $53.2 million related to non-integral unconsolidated affiliates, and included in the carrying value as of December 31, 2021 was $67.8 million related to integral unconsolidated affiliates and $33.4 million related to non-integral unconsolidated affiliates. Quanta’s share of net income or losses of these investments is included within operating income in the accompanying condensed consolidated statements of operations when the investee is operationally integral to the operations of Quanta and is reported as “Equity in earnings (losses) of integral unconsolidated affiliates.” For non-integral investments, such amounts are reported as “Other income (expense), net.” Quanta’s integral equity method investment balance includes Quanta’s 50% interest in LUMA, which had a carrying investment value of $40.3 million and $30.6 million as of September 30, 2022 and December 31, 2021. Quanta’s ownership interest and participation in LUMA is accounted for as an equity method investment due to Quanta’s and its joint venture partner’s equal ownership of LUMA. During 2020, the LUMA joint venture was selected for a 15-year operation and maintenance agreement to operate, maintain and modernize the approximately 18,000-mile electric transmission and distribution system in Puerto Rico. During the 15-year period under the operation and maintenance agreement, LUMA would be entitled to reimbursement of specific costs and expenses and receive a fixed annual management fee, with the opportunity to receive additional annual performance-based incentive fees. Under the terms of the agreement, LUMA will not assume ownership of the electric transmission and distribution system assets or be responsible for operation of the associated power generation assets. In June 2021 under the terms of an interim services agreement, LUMA took over operation and maintenance of the system from the utility that owns it prior to commencement of the 15-year term, which is not expected to begin until the satisfaction or waiver of several remaining conditions precedent, including the utility’s emergence from its Title III debt restructuring process. During this interim period, LUMA receives a fixed annual management fee, payable in monthly installments, and is reimbursed for specific costs and expenses. The initial term of the interim services agreement continues through November 30, 2022 and, if requested by the utility’s public-private partnership administrator, can be extended by agreement of LUMA, the utility and the administrator. However, if the interim services agreement is not extended it would expire effective December 1, 2022, the 15-year period under the operation and maintenance agreement would not commence, and LUMA would begin work to transition the operation and maintenance of the transmission and distribution system back to the utility or another operator designated by the administrator. Additionally, to the extent the interim services agreement is not extended, LUMA would be entitled to a $115 million termination fee. Also included within the integral equity method investment balances described above is Quanta’s 44% interest in an entity that provides right-of-way solutions, including site preparation and clearing, materials delivery and installation and management of permitting requirements and traffic control. Quanta acquired this interest in October 2021, and the carrying value of the investment was $27.0 million and $28.5 million as of September 30, 2022 and December 31, 2021. As of September 30, 2022, Quanta had receivables of $83.0 million from and payables of $23.2 million to its integral unconsolidated affiliates. As of December 31, 2021, Quanta had receivables of $49.0 million from and payables of $56.3 million to its integral unconsolidated affiliates. During the three and nine months ended September 30, 2022, Quanta recognized revenues of $38.2 million and $89.7 million for services provided to such affiliates and costs of sales of $38.8 million and $111.1 million for services provided by such affiliates. Other Equity Investments As of September 30, 2022, the carrying value for an investment accounted for using the accounting guidance for equity securities with a readily determinable fair value was $15.0 million, which relates to Starry Group Holdings, Inc. (Starry) and is described further below; and the carrying value for investments accounted for using the accounting guidance for equity securities without a readily determinable fair value was $27.8 million. As of December 31, 2021, the carrying value for investments in equity securities without readily determinable fair values was $130.2 million, which included Starry prior to it becoming a publicly traded company. These amounts are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. During the three months ended March 31, 2021, Quanta acquired a preferred non-controlling interest in a broadband technology provider for $90.0 million. In March 2022, pursuant to the terms of an agreement and plan of merger with a special purpose acquisition company, the broadband technology provider became Starry, a publicly traded company, and Quanta’s preferred equity interest converted to a common equity interest, without preferential liquidation rights, in the publicly traded company. Additionally, in March 2022, Quanta acquired an additional common equity interest in Starry for $1.5 million. Quanta remeasured the fair value of this investment based on the market price of Starry’s common stock as of September 30, 2022, which resulted in $26.5 million and $76.5 million decreases in value for the three and nine months ended September 30, 2022. The changes in fair value are recorded within “Other income (expense), net” on Quanta’s condensed consolidated statements of operations for the three and nine months ended September 30, 2022. The lock-up period that previously restricted the transfer of substantially all of the shares of common equity held by Quanta in Starry expired in September 2022. In the interval between September 30, 2022 and the date of this filing, the fair value of Quanta’s investment in Starry declined further. During the three months ended March 31, 2022, Quanta sold its non-controlling ownership interest in a technology company and recognized a gain of $6.7 million ($5.0 million, net of tax expense) in the nine months ended September 30, 2022. The gain is recorded in “Other income (expense), net.” Investment in Real Property |
Per Share Information
Per Share Information | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Per Share Information | 9. PER SHARE INFORMATION: The amounts used to compute basic and diluted earnings per share attributable to common stock consisted of the following (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Amounts attributable to common stock: Net income attributable to common stock $ 155,956 $ 174,365 $ 328,617 $ 381,159 Weighted average shares: Weighted average shares outstanding for basic earnings per share attributable to common stock 143,353 140,008 143,581 140,134 Effect of dilutive unvested non-participating stock-based awards 4,325 4,296 4,515 4,314 Weighted average shares outstanding for diluted earnings per share attributable to common stock 147,678 144,304 148,096 144,448 Basic and diluted earnings per share attributable to common stock are computed using the weighted average number of shares of common stock outstanding during the applicable period. Additionally, unvested stock-based awards that contain non-forfeitable rights to dividends or dividend equivalents (participating securities) have been included in the calculation of basic and diluted earnings per share attributable to common stock for the portion of the periods that the awards were outstanding. Weighted average shares outstanding for basic and diluted earnings per share attributable to common stock included 0.1 million and 0.5 million weighted average participating securities for the three months ended September 30, 2022 and 2021 and 0.2 million and 0.7 million weighted average participating securities for the nine months ended September 30, 2022 and 2021. For purposes of calculating diluted earnings per share attributable to common stock, there were no adjustments required to derive Quanta’s net income attributable to common stock. Diluted earnings per share attributable to common stock is computed using the weighted average number of shares of common stock outstanding during the period adjusted for all potentially dilutive common stock equivalents, except in cases where the effect of the common stock equivalents would be antidilutive. |
Debt Obligations
Debt Obligations | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt Obligations | 10. DEBT OBLIGATIONS: Quanta’s long-term debt obligations consisted of the following (in thousands): September 30, 2022 December 31, 2021 0.950% Senior Notes due October 2024 $ 500,000 $ 500,000 2.900% Senior Notes due October 2030 1,000,000 1,000,000 2.350% Senior Notes due January 2032 500,000 500,000 3.050% Senior Notes due October 2041 500,000 500,000 Borrowings under senior credit facility 952,360 1,199,841 Borrowings under commercial paper program 400,450 — Other long-term debt 89,504 64,800 Finance leases 3,612 2,546 Unamortized discount and financing costs (27,060) (29,295) Total long-term debt obligations 3,918,866 3,737,892 Less — Current maturities of long-term debt 32,344 13,418 Total long-term debt obligations, net of current maturities $ 3,886,522 $ 3,724,474 Quanta’s current maturities of long-term debt and short-term debt consisted of the following (in thousands): September 30, 2022 December 31, 2021 Current maturities of long-term debt $ 32,344 13,418 Short-term debt — 15,748 Current maturities of long-term debt and short-term debt $ 32,344 $ 29,166 Senior Notes The interest amounts due on Quanta’s senior notes are set forth below (dollars in thousands). Title of the Notes Interest Amount Payment Dates Commencement Date 0.950% Senior Notes due October 2024 $ 2,375 April 1 and October 1 April 1, 2022 2.900% Senior Notes due October 2030 $ 14,500 April 1 and October 1 April 1, 2021 2.350% Senior Notes due January 2032 $ 5,875 January 15 and July 15 July 15, 2022 3.050% Senior Notes due October 2041 $ 7,625 April 1 and October 1 April 1, 2022 Senior Credit Facility The credit agreement for Quanta’s senior credit facility (as amended, the credit agreement) provides for a $750.0 million term loan facility and aggregate revolving commitments of $2.64 billion, with a maturity date of October 8, 2026. Borrowings under the senior credit facility and the applicable interest rates were as follows (dollars in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Maximum amount outstanding $ 1,684,783 $ 517,883 $ 1,684,783 $ 576,993 Average daily amount outstanding $ 1,448,976 $ 416,089 $ 1,391,130 $ 360,609 Weighted-average interest rate 3.65 % 2.13 % 2.60 % 2.05 % On August 23, 2022, Quanta entered into an amendment to the credit agreement, which among other things, permits proceeds of revolving loans to be used to provide credit support for Quanta’s commercial paper program, as described further below; established Term Secured Overnight Financing Rate (Term SOFR) (as defined in the credit agreement) as the benchmark rate for the senior credit facility (including both the term loan facility and the revolving credit facility), in replacement of London Interbank Offered Rate (LIBOR) (as defined therein prior to giving effect to the amendment), effective as of the date of the amendment; and revised certain other terms and provisions. The credit agreement contains certain covenants, including, as of the end of any fiscal quarter of Quanta, (i) a maximum Consolidated Leverage Ratio (as defined in the credit agreement) of 3.5 to 1.0 (except that in connection with certain permitted acquisitions in excess of $200.0 million, such ratio is 4.0 to 1.0 for the fiscal quarter in which the acquisition is completed and the four subsequent fiscal quarters) and (ii) a minimum Consolidated Interest Coverage Ratio (as defined in the credit agreement) of 3.0 to 1.0. As of September 30, 2022, Quanta was in compliance with all of the financial covenants under the credit agreement. Term Loan. As of September 30, 2022, Quanta had $750.0 million outstanding under its term loan facility. The term loan facility requires quarterly principal payments on the first business day of each January, April, July and October, beginning in January 2023, in the amount of $4.7 million per quarter in 2023 and 2024, $9.4 million per quarter in 2025 and $18.8 million per quarter in 2026. The aggregate remaining principal amount outstanding must be paid by the maturity date of the senior credit facility. Revolving Loans. As of September 30, 2022, Quanta had $202.4 million of outstanding revolving loans under the senior credit facility. Of the total outstanding revolving loan borrowings, $120.0 million were denominated in U.S. dollars, $65.1 million were denominated in Canadian dollars and $17.3 million were denominated in Australian dollars. As of September 30, 2022, Quanta also had $410.3 million of letters of credit issued under the senior credit facility, of which $318.3 million were denominated in U.S. dollars and $92.0 million were denominated in currencies other than the U.S. dollar, primarily Australian and Canadian dollars. Additionally, available commitments for revolving loans under the senior credit facility must be maintained in order to provide credit support for notes issued under Quanta’s commercial paper program, and therefore such notes effectively reduce the available borrowing capacity under the senior credit facility. As of September 30, 2022, $1.63 billion remained available under the senior credit facility for new revolving loans, letters of credit and support of the commercial paper program in U.S. dollars and certain alternative currencies. Deferred Financing Costs. As of September 30, 2022 and December 31, 2021, capitalized deferred financing costs, net of accumulated amortization, related to Quanta’s revolving loans under its senior credit facility and commercial paper program were $8.9 million and $10.1 million and are included in “Other assets, net” in the accompanying condensed consolidated balance sheets. Commercial Paper Program |
Leases
Leases | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Leases | 11. LEASES: Quanta primarily leases land, buildings, vehicles, construction equipment and office equipment. The components of lease costs in the accompanying condensed consolidated statements of operations are as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, Lease cost Classification 2022 2021 2022 2021 Finance lease cost: Amortization of lease assets Depreciation (1) $ 301 $ 231 $ 1,177 $ 705 Interest on lease liabilities Interest and other financing expenses 27 18 82 68 Operating lease cost Cost of services and Selling, general and administrative expenses 21,957 25,323 71,082 80,046 Short-term and variable lease cost (2) Cost of services and Selling, general and administrative expenses 250,460 176,605 693,847 494,846 Total lease cost $ 272,745 $ 202,177 $ 766,188 $ 575,665 (1) Depreciation is included within “Cost of services” and “Selling, general and administrative expenses” in the accompanying condensed consolidated statements of operations. (2) Short-term lease cost includes both leases and rentals with initial terms of one year or less. Variable lease cost is insignificant. During the three months ended June 30, 2022, Quanta recognized a $2.8 million asset impairment charge primarily related to the discontinued use of the right-of-use asset associated with its prior corporate headquarters. This amount is reported as “Asset impairment charges” in the accompanying condensed consolidated statement of operations for the nine months ended September 30, 2022. Quanta has entered into arrangements with certain related parties to lease certain real property and facilities. Typically, the parties are employees of Quanta who are also the former owners of businesses acquired by Quanta, and the real property and facilities continue to be utilized by Quanta subsequent to the acquisitions. Quanta utilizes third party market valuations to evaluate rental rates for these properties and facilities, and the lease agreements generally have remaining lease terms of up to 10 years, subject to renewal options. Related party lease expense was $4.6 million and $2.4 million for the three months ended September 30, 2022 and 2021 and $12.0 million and $10.4 million for the nine months ended September 30, 2022 and 2021. Certain of Quanta’s equipment rental agreements contain purchase options pursuant to which the purchase price is offset by a portion of the rental payments. When these purchase options are exercised by a third-party lessor on behalf of Quanta, the transaction is deemed to be a financing transaction for accounting purposes, which results in the recognition of an asset equal to the purchase price in “Property, plant and equipment, net of accumulated depreciation,” and a corresponding liability in “Current maturities of long-term debt and short-term debt” and “Long-term debt, net of current maturities.” As of September 30, 2022 and December 31, 2021, the assets recorded related to these financing transactions, net of accumulated depreciation, totaled $79.6 million and $53.9 million. Future minimum lease payments for operating and finance leases were as follows (in thousands): As of September 30, 2022 Operating Leases Finance Leases Total Remainder of 2022 $ 22,108 $ 417 $ 22,525 2023 76,118 1,408 77,526 2024 56,284 859 57,143 2025 41,028 516 41,544 2026 29,157 357 29,514 Thereafter 37,425 58 37,483 Total future minimum operating and finance lease payments 262,120 3,615 265,735 Less imputed interest (19,357) (3) (19,360) Total lease liabilities $ 242,763 $ 3,612 $ 246,375 Future minimum lease payments for short-term leases, which are not recorded in the condensed consolidated balance sheets due to Quanta’s accounting policy election, were $16.9 million as of September 30, 2022. Rental expense associated primarily with certain month-to-month equipment rentals is excluded from this amount because Quanta is unable to accurately predict future amounts associated with such rentals. The weighted average remaining lease terms and discount rates were as follows: As of September 30, 2022 Weighted average remaining lease term (in years): Operating leases 4.34 Finance leases 2.95 Weighted average discount rate: Operating leases 3.5 % Finance leases 3.1 % Quanta has also guaranteed the residual value under certain of its equipment operating leases, agreeing to pay any difference between the residual value and the fair market value of the underlying asset at the date of lease termination. As of September 30, 2022, the maximum guaranteed residual value of this equipment was $969.9 million. While Quanta believes that no significant payments will be made as a result of these residual value guarantees, there can be no assurance that significant payments will not be required in the future. During the three months ended March 31, 2022, Quanta entered into a real estate lease that has not yet commenced. The lease agreement also contains a purchase option in the amount of $53.7 million that can be exercised during 2022. |
Leases | 11. LEASES: Quanta primarily leases land, buildings, vehicles, construction equipment and office equipment. The components of lease costs in the accompanying condensed consolidated statements of operations are as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, Lease cost Classification 2022 2021 2022 2021 Finance lease cost: Amortization of lease assets Depreciation (1) $ 301 $ 231 $ 1,177 $ 705 Interest on lease liabilities Interest and other financing expenses 27 18 82 68 Operating lease cost Cost of services and Selling, general and administrative expenses 21,957 25,323 71,082 80,046 Short-term and variable lease cost (2) Cost of services and Selling, general and administrative expenses 250,460 176,605 693,847 494,846 Total lease cost $ 272,745 $ 202,177 $ 766,188 $ 575,665 (1) Depreciation is included within “Cost of services” and “Selling, general and administrative expenses” in the accompanying condensed consolidated statements of operations. (2) Short-term lease cost includes both leases and rentals with initial terms of one year or less. Variable lease cost is insignificant. During the three months ended June 30, 2022, Quanta recognized a $2.8 million asset impairment charge primarily related to the discontinued use of the right-of-use asset associated with its prior corporate headquarters. This amount is reported as “Asset impairment charges” in the accompanying condensed consolidated statement of operations for the nine months ended September 30, 2022. Quanta has entered into arrangements with certain related parties to lease certain real property and facilities. Typically, the parties are employees of Quanta who are also the former owners of businesses acquired by Quanta, and the real property and facilities continue to be utilized by Quanta subsequent to the acquisitions. Quanta utilizes third party market valuations to evaluate rental rates for these properties and facilities, and the lease agreements generally have remaining lease terms of up to 10 years, subject to renewal options. Related party lease expense was $4.6 million and $2.4 million for the three months ended September 30, 2022 and 2021 and $12.0 million and $10.4 million for the nine months ended September 30, 2022 and 2021. Certain of Quanta’s equipment rental agreements contain purchase options pursuant to which the purchase price is offset by a portion of the rental payments. When these purchase options are exercised by a third-party lessor on behalf of Quanta, the transaction is deemed to be a financing transaction for accounting purposes, which results in the recognition of an asset equal to the purchase price in “Property, plant and equipment, net of accumulated depreciation,” and a corresponding liability in “Current maturities of long-term debt and short-term debt” and “Long-term debt, net of current maturities.” As of September 30, 2022 and December 31, 2021, the assets recorded related to these financing transactions, net of accumulated depreciation, totaled $79.6 million and $53.9 million. Future minimum lease payments for operating and finance leases were as follows (in thousands): As of September 30, 2022 Operating Leases Finance Leases Total Remainder of 2022 $ 22,108 $ 417 $ 22,525 2023 76,118 1,408 77,526 2024 56,284 859 57,143 2025 41,028 516 41,544 2026 29,157 357 29,514 Thereafter 37,425 58 37,483 Total future minimum operating and finance lease payments 262,120 3,615 265,735 Less imputed interest (19,357) (3) (19,360) Total lease liabilities $ 242,763 $ 3,612 $ 246,375 Future minimum lease payments for short-term leases, which are not recorded in the condensed consolidated balance sheets due to Quanta’s accounting policy election, were $16.9 million as of September 30, 2022. Rental expense associated primarily with certain month-to-month equipment rentals is excluded from this amount because Quanta is unable to accurately predict future amounts associated with such rentals. The weighted average remaining lease terms and discount rates were as follows: As of September 30, 2022 Weighted average remaining lease term (in years): Operating leases 4.34 Finance leases 2.95 Weighted average discount rate: Operating leases 3.5 % Finance leases 3.1 % Quanta has also guaranteed the residual value under certain of its equipment operating leases, agreeing to pay any difference between the residual value and the fair market value of the underlying asset at the date of lease termination. As of September 30, 2022, the maximum guaranteed residual value of this equipment was $969.9 million. While Quanta believes that no significant payments will be made as a result of these residual value guarantees, there can be no assurance that significant payments will not be required in the future. During the three months ended March 31, 2022, Quanta entered into a real estate lease that has not yet commenced. The lease agreement also contains a purchase option in the amount of $53.7 million that can be exercised during 2022. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. INCOME TAXES: Quanta’s effective tax rates for the three months ended September 30, 2022 and 2021 were 31.8% and 26.0%. Quanta’s effective tax rate for the three months ended September 30, 2022 was predominately impacted by losses on the Starry marketable securities for which a valuation allowance was recorded, which is further described below. Quanta’s effective tax rates for the nine months ended September 30, 2022 and 2021 were 26.3% and 23.2%. The tax rates for the nine months ended September 30, 2022 and 2021 were favorably impacted by the recognition of $22.7 million and $19.7 million of benefits that resulted from equity incentive awards vesting at a higher fair market value than their grant date fair value. The effective tax rate for the nine months ended September 30, 2022 was also unfavorably impacted by the valuation allowance on the losses on Starry. Quanta regularly evaluates valuation allowances established for deferred tax assets for which future realization is uncertain, including in connection with changes in tax laws. The estimation of required valuation allowances includes estimates of future taxable income. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Quanta considers projected future taxable income and tax planning strategies in making this assessment. If actual future taxable income differs from these estimates, Quanta may not realize deferred tax assets to the extent estimated. During the three and nine months ended September 30, 2022, Quanta recognized $26.5 million and $76.5 million of unrealized losses on its investment in Starry as further described in Note 8. These losses created a deferred tax asset; however, since Quanta currently has no readily available means to utilize the capital loss, a valuation allowance on the deferred tax asset has been included in its estimated annual effective tax rate. As of September 30, 2022, the total amount of unrecognized tax benefits relating to uncertain tax positions was $42.3 million, a net increase of $4.6 million from December 31, 2021, which primarily resulted from a $6.9 million increase related to positions expected to be taken in 2022, partially offset by a $2.6 million reduction related to the settlement of audits during the quarter. Quanta’s consolidated federal income tax return for tax year 2019 is currently under examination by the Internal Revenue Services (IRS), and Quanta’s consolidated federal income tax returns for tax years 2017, 2018, 2020 and 2021 remain open to examination by the IRS, as the applicable statute of limitations periods have not yet expired. Additionally, various state and foreign tax returns filed by Quanta and certain subsidiaries for multiple periods remain under examination by various U.S. state and foreign tax authorities. Quanta does not consider any state in which it does business to be a major tax jurisdiction. Quanta believes it is reasonably possible that within the next 12 months unrecognized tax benefits may decrease by up to $5.5 million as a result of settlement of these examinations or as a result of the expiration of certain statute of limitations periods. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Equity | 13. EQUITY: Stock Repurchases Quanta repurchased the following shares of common stock in the open market under stock repurchase programs (in thousands): Quarter ended: Shares Amount September 30, 2022 158 $ 21,033 June 30, 2022 731 $ 84,884 March 31, 2022 85 $ 10,426 December 31, 2021 — $ — September 30, 2021 185 $ 16,828 June 30, 2021 314 $ 29,450 March 31, 2021 222 $ 17,710 Quanta’s policy is to record a stock repurchase as of the trade date of the transaction; however, the payment of cash related to the repurchase is made on the settlement date of the transaction. During the three months ended September 30, 2022 and 2021, cash payments related to stock repurchases were $20.8 million and $17.8 million and during the nine months ended September 30, 2022 and 2021, cash payments related to stock repurchases were $115.1 million and $66.7 million. Repurchases may be implemented through open market repurchases or privately negotiated transactions, at management’s discretion, based on market and business conditions, applicable contractual and legal requirements, including restrictions under Quanta’s senior credit facility, and other factors. Quanta is not obligated to acquire any specific amount of common stock, and the repurchase program may be modified or terminated by Quanta’s Board of Directors at any time at its sole discretion and without notice. Dividends Quanta declared and paid the following cash dividends and cash dividend equivalents during 2021 and the first nine months of 2022 (in thousands, except per share amounts): Declaration Record Payment Dividend Dividends Date Date Date Per Share Declared August 31, 2022 October 3, 2022 October 14, 2022 $ 0.07 $ 10,322 May 27, 2022 July 1, 2022 July 15, 2022 $ 0.07 $ 10,283 March 30, 2022 April 11, 2022 April 18, 2022 $ 0.07 $ 10,459 December 1, 2021 January 4, 2022 January 14, 2022 $ 0.07 $ 10,363 August 27, 2021 October 1, 2021 October 15, 2021 $ 0.06 $ 8,638 May 27, 2021 July 1, 2021 July 15, 2021 $ 0.06 $ 8,650 March 25, 2021 April 6, 2021 April 15, 2021 $ 0.06 $ 8,429 |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 14. STOCK-BASED COMPENSATION: During the year ended December 31, 2021 and nine months ended September 30, 2022, Quanta had stock-based compensation awards outstanding under two equity incentive plans, the Quanta Services, Inc. 2011 Omnibus Equity Incentive Plan and the Quanta Services, Inc. 2019 Omnibus Equity Incentive Plan. For descriptions and further information regarding these plans, refer to Note 14 of the Notes to Consolidated Financial Statements in Item 8. Financial Statements and Supplementary Data in Part II of the 2021 Annual Report. Restricted Stock Units (RSUs) to be Settled in Common Stock A summary of the activity for RSUs to be settled in common stock for the nine months ended September 30, 2022 and 2021 is as follows (RSUs in thousands): 2022 2021 RSUs Weighted Average RSUs Weighted Average Unvested at January 1 3,880 $61.64 3,869 $37.57 Granted 817 $111.20 945 $82.75 Vested (1,257) $48.48 (1,442) $36.92 Forfeited (116) $78.72 (119) $47.23 Unvested at September 30 3,324 $78.39 3,253 $50.71 The grant date fair value for RSUs to be settled in common stock is based on the market value of Quanta common stock on the date of grant. The approximate fair value of RSUs that vested during the nine months ended September 30, 2022 and 2021 was $143.7 million and $121.7 million. During the nine months ended September 30, 2022 and 2021, Quanta recognized $62.1 million and $48.8 million of non-cash stock compensation expense related to RSUs to be settled in common stock, which is included “Selling, general and administrative expenses.” As of September 30, 2022, there was $159.5 million of total unrecognized compensation expense related to unvested RSUs to be settled in common stock granted to both employees and non-employees. This cost is expected to be recognized over a weighted average period of 3.89 years. Performance Stock Units (PSUs) to be Settled in Common Stock A summary of the activity for PSUs to be settled in common stock for the nine months ended September 30, 2022 and 2021 is as follows (PSUs in thousands): 2022 2021 PSUs Weighted Average PSUs Weighted Average Unvested at January 1 931 $47.27 1,047 $37.65 Granted 153 $119.74 174 $90.44 Vested (334) $40.15 (268) $38.28 Forfeited (17) $58.79 (11) $36.90 Unvested at September 30 733 $65.39 942 $47.27 The grant date fair value for PSUs is determined as follows: (i) for the portion of the awards based on company financial and operational performance metrics, by utilizing the closing price of Quanta’s common stock on the date of grant and (ii) for the portion of the awards based on total shareholder return, by utilizing a Monte Carlo simulation valuation methodology. The Monte Carlo simulation valuation methodology applied the following key inputs: 2022 2021 Valuation date price based on March 2, 2022 and March 25, 2021 closing stock prices of Quanta common stock $110.24 $83.48 Expected volatility 39 % 36 % Risk-free interest rate 1.64 % 0.26 % Term in years 2.83 2.77 During the nine months ended September 30, 2022 and 2021, Quanta recognized $15.6 million and $15.4 million of non-cash stock compensation expense related to PSUs to be settled in common stock, which is included in “Selling, general and administrative expenses.” As of September 30, 2022, there was an estimated $24.8 million of total unrecognized compensation expense related to unvested PSUs, which is based on the forecasted attainment of performance metrics associated with unearned and unvested PSUs and includes estimated forfeitures of unearned and unvested PSUs. This cost is expected to be recognized over a weighted average period of 1.82 years. During the nine months ended September 30, 2022 and 2021, 0.7 million and 0.5 million shares of common stock were earned and either issued or deferred for future issuance under Quanta’s deferred compensation plans in connection with PSUs. The approximate fair values of PSUs earned during the nine months ended September 30, 2022 and 2021 were $72.4 million and $45.2 million. RSUs to be Settled in Cash During the nine months ended September 30, 2022 and 2021, compensation expense related to RSUs to be settled in cash was $11.6 million and $13.7 million and included in “Selling, general and administrative expenses.” RSUs that are anticipated to be settled in cash are not included in the calculation of weighted average shares outstanding for earnings per share, and the estimated earned value of such RSUs is calculated at the end of each reporting period based on the market value of Quanta’s common stock and is classified as a liability. Quanta paid $14.5 million and $13.2 million to settle liabilities related to cash-settled RSUs in the nine months ended September 30, 2022 and 2021. Accrued liabilities for the estimated earned value of outstanding RSUs to be settled in cash were $6.9 million and $11.1 million as of September 30, 2022 and December 31, 2021. |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2022 | |
Postemployment Benefits [Abstract] | |
Employee Benefit Plans | 15. EMPLOYEE BENEFIT PLANS: Collective Bargaining Agreements and Multiemployer Pension Plans Certain of Quanta’s operating companies are parties to collective bargaining agreements with unions that represent certain of their employees. Quanta contributes to a number of multiemployer defined benefit pension plans pursuant to the terms of these collective bargaining agreements. For descriptions and further information regarding these plans and Quanta’s contributions, refer to Note 15 of the Notes to Consolidated Financial Statements in Item 8. Financial Statements and Supplementary Data in Part II of the 2021 Annual Report. Quanta 401(k) Plan Quanta maintains a 401(k) plan pursuant to which employees who are not provided retirement benefits through a collective bargaining agreement may make contributions through payroll deductions. For descriptions and further information regarding this plan and Quanta’s contributions, refer to Note 15 of the Notes to Consolidated Financial Statements in Item 8. Financial Statements and Supplementary Data in Part II of the 2021 Annual Report. Deferred Compensation Plans Quanta maintains non-qualified deferred compensation plans under which eligible directors and key employees may defer their receipt of certain cash compensation and/or the settlement of certain stock-based awards. As of September 30, 2022 and December 31, 2021, the deferred compensation liability under Quanta’s deferred compensation plans, including amounts contributed by Quanta, was $62.4 million and $74.2 million, the majority of which was included in “Insurance and other non-current liabilities” in the accompanying condensed consolidated balance sheets. To provide for future obligations related to these deferred compensation plans, Quanta has invested in corporate-owned life insurance (COLI) policies covering certain participants in the deferred compensation plans, the underlying investments of which are intended to be aligned with the investment alternatives elected by plan participants. The COLI assets are recorded at their cash surrender value, which is considered their fair market value, and as of September 30, 2022 and December 31, 2021, the fair market values were $59.5 million and $73.8 million and were included in “Other assets, net” in the accompanying condensed consolidated balance sheets. Changes in the fair market value of Quanta’s COLI assets and deferred compensation liabilities largely offset and are recorded in the accompanying statements of operations is as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, Classification Change in fair market value of 2022 2021 2022 2021 Gain (loss) included in Selling, general and administrative expenses Deferred compensation liabilities $ 3,069 $ (51) $ 17,106 $ (6,040) Other income (expense), net COLI assets $ (3,402) $ (204) $ (17,706) $ 5,266 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 16. COMMITMENTS AND CONTINGENCIES: Legal Proceedings Quanta is from time to time party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of business. These actions typically seek, among other things, compensation for alleged personal injury, property damage, breach of contract, negligence or gross negligence, environmental liabilities, wage and hour and other employment-related damages, punitive damages, consequential damages, civil penalties or other losses, or injunctive or declaratory relief. With respect to all such lawsuits, claims and proceedings, Quanta records a reserve when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. In addition, Quanta discloses matters for which management believes a material loss is at least reasonably possible. The assessment of whether a loss is probable or reasonably possible, and whether the loss or a range of loss is estimable, often involves a series of complex judgments about future events. In all instances, management has assessed the matter based on current information and made a judgment concerning its potential outcome, giving due consideration to the nature of the claim, the amount and nature of damages sought and the probability of success and taking into account, among other things, negotiations with claimants, discovery, settlements and payments, judicial rulings, arbitration and mediation decisions, advice of internal and external legal counsel, and other information and events pertaining to a particular matter. Costs incurred for litigation are expensed as incurred. Except as otherwise stated below, none of these proceedings are expected to have a material adverse effect on Quanta’s consolidated financial position, results of operations or cash flows. However, management’s judgment may prove materially inaccurate, and such judgment is made subject to the known uncertainties of litigation. Peru Project Dispute In 2015, Redes Andinas de Comunicaciones S.R.L. (Redes), a majority-owned subsidiary of Quanta, entered into two separate contracts with an agency of the Peruvian Ministry of Transportation and Communications (MTC), currently Programa Nacional de Telecomunicaciones (PRONATEL), as successor to Fondo de Inversion en Telecomunicaciones (FITEL), pursuant to which Redes would design, construct and operate certain telecommunication networks in rural regions of Peru. The aggregate consideration provided for in the contracts was approximately $248 million, consisting of approximately $151 million to be paid during the construction period and approximately $97 million to be paid during a 10-year post-construction operation and maintenance period. At the beginning of the project, FITEL made advance payments totaling approximately $87 million to Redes, which were secured by two on-demand advance payment bonds posted by Redes to guarantee proper use of the payments in the execution of the project. Redes also provided two on-demand performance bonds in the aggregate amount of $25 million to secure performance of its obligations under the contracts. During the construction phase, the project experienced numerous challenges and delays, primarily related to issues which Quanta believes were outside of the control of and not attributable to Redes, including, among others, weather-related issues, local opposition to the project, permitting delays, the inability to acquire clear title to certain required parcels of land and other delays which Quanta believes were attributable to FITEL/PRONATEL. In response to various of these challenges and delays, Redes requested and received multiple extensions to certain contractual deadlines and relief from related liquidated damages. However, in April 2019, PRONATEL provided notice to Redes claiming that Redes was in default under the contracts due to the delays and that PRONATEL would terminate the contracts if the alleged defaults were not cured. Redes responded by claiming that it was not in default, as the delays were due to events not attributable to Redes, and therefore PRONATEL was not entitled to terminate the contracts. PRONATEL subsequently terminated the contracts for alleged cause prior to completion of Redes’ scope of work, exercised the on-demand performance bonds and advance payment bonds against Redes, and indicated its intention to claim damages, including liquidated damages under the contracts. As of the date of the contract terminations, Redes had incurred costs of approximately $157 million related to the design and construction of the project and had received approximately $100 million of payments (inclusive of the approximately $87 million advance payments). In May 2019, Redes filed for arbitration before the Court of International Arbitration of the International Chamber of Commerce (ICC) against PRONATEL and the MTC. In the arbitration, Redes claimed that PRONATEL: breached and wrongfully terminated the contracts; wrongfully executed the advance payment bonds and the performance bonds; and was not entitled to the alleged amount of liquidated damages, and sought compensation for various damages arising from PRONATEL’s actions in the initially claimed amount of approximately $190 million. In August 2022, Redes received the decision of the arbitration tribunal, which unanimously found in favor of Redes in connection with its claims and ordered, among other things, (i) repayment of the amounts collected by PRONATEL under the advance payment bonds and the performance bonds; (ii) payment of amounts owed for work completed by Redes under the contracts; (iii) payment of lost income in connection with Redes’ future operation and maintenance of the networks; and (iv) payment of other related costs and damages to Redes as a result of the breach and improper termination of the contracts (including costs related to the execution of the bonds, costs related to the transfer of the networks and legal and expert fees). Accordingly, the arbitration tribunal awarded Redes approximately $177 million. In addition, per the terms of the arbitration decision, interest will accrue on the amount owed up to the date of payment. The decision of the arbitration tribunal is final; however, there are limited grounds on which PRONATEL and the MTC may seek to annul the decision in Peruvian court. Quanta expects any annulment proceeding would be filed in late 2022 or early 2023 . Quanta also reserves the right to seek full compensation for the loss of its investment under applicable legal regimes, including investment treaties and customary international law, as well as to seek resolution through direct discussions with PRONATEL or the MTC. In connection with these rights, in May 2020 Quanta’s Dutch subsidiary delivered to the Peruvian government an official notice of dispute arising from the termination of the contracts and related acts by PRONATEL (which are attributable to Peru) under the Agreement on the Encouragement and Reciprocal Protection of Investments between the Kingdom of the Netherlands and the Republic of Peru (Investment Treaty). The Investment Treaty protects Quanta’s subsidiary’s indirect ownership stake in Redes and the project, and provides for rights and remedies distinct from the ICC arbitration. In December 2020, Quanta’s Dutch subsidiary filed a request for the institution of an arbitration proceeding against Peru with the International Centre for Settlement of Investment Disputes (ICSID) related to Peru’s breach of the Investment Treaty, which was registered by ICSID in January 2021. In the ICSID arbitration, Quanta’s Dutch subsidiary claims, without limitation, that Peru: (i) treated the subsidiary’s investment in Redes and the project unfairly and inequitably; and (ii) effectively expropriated the subsidiary’s investment in Redes and the project. In addition, Quanta’s Dutch subsidiary is seeking full compensation for all damages arising from Peru’s actions, including but not limited to (i) the fair market value of the investment and/or lost profits; (ii) attorneys’ fees and arbitration costs; (iii) other related costs and damages and (iv) pre- and post-award interest. The ICSID arbitration hearing is currently scheduled to occur in June 2023. Quanta believes Redes is entitled to all amounts awarded by the ICC arbitration tribunal, and that its Dutch subsidiary is entitled to other amounts associated with the pending ICSID arbitration proceeding. Quanta and Redes intend to vigorously pursue recovery of the amounts awarded by the ICC arbitration tribunal and take additional legal actions deemed necessary to enforce the ICC arbitration decision. However, due to the inherent uncertainty involved with, among other things, any annulment proceeding that may be pursued by PRONATEL and the MTC, the ultimate timing and conclusion with respect to collection of the amount of the ICC arbitration award remains unknown. As a result of the contract terminations and the inherent uncertainty involved in arbitration proceedings and recovery of amounts owed, during the three months ended June 30, 2019, Quanta recorded a charge to earnings of $79.2 million, which included a reduction of previously recognized earnings on the project, a reserve against a portion of the project costs incurred through the project termination date, an accrual for a portion of the alleged liquidated damages, and the estimated costs to complete the project turnover and close out the project. Quanta also initially recorded a contract receivable of approximately $120 million related to the project during the three months ended June 30, 2019, which includes the amounts collected by PRONATEL through exercise of the advance payment bonds and performance bonds, and that receivable was not changed as of September 30, 2022 and is included in “Other assets, net” in the accompanying condensed consolidated balance sheet. After considering, as discussed above, that the ultimate timing and conclusion with respect to collection of the ICC arbitration award remains unknown, Quanta has not recognized a gain in the current period. To the extent amounts in excess of the current receivable are determined to be realizable, a gain would be recorded in the period such determination is made. However, if Quanta is ultimately not successful with respect to collection of the ICC arbitration award, through annulment or otherwise, or with respect to its claims in the pending ICSID arbitration proceeding, this matter could result in an additional significant loss that could have a material adverse effect on Quanta’s consolidated results of operations and cash flows. Maurepas Project Dispute During the third quarter of 2017, Maurepas Pipeline, LLC (Maurepas) notified QPS Engineering, LLC (QPS), a subsidiary of Quanta, of a claim for liquidated damages allegedly arising from delay in mechanical completion of a project in Louisiana, and in June 2019, QPS filed suit against SemGroup Corporation (now Energy Transfer LP), the parent company of Maurepas, under the parent guarantee issued to secure payment from Maurepas on the project, seeking recovery of $22 million that it believes was wrongfully withheld in connection with such claim. In July and August 2018, QPS also received notice from Maurepas claiming certain warranty defects on the project, and in July 2019 Maurepas filed suit against QPS and Quanta, pursuant to a parent guarantee, for the alleged warranty defects, ultimately claiming approximately $48 million in damages. The lawsuits relating to these claims were consolidated in the Tulsa County District Court in Oklahoma. In September 2022, the parties resolved all claims associated with the consolidated litigation and released all other claims related to the project and the contract for the project. Based upon the final resolution of this matter, no additional costs were recorded on the project. Lorenzo Benton v. Telecom Network Specialists, Inc., et al. In June 2006, plaintiff Lorenzo Benton filed a class action complaint in the Superior Court of California, County of Los Angeles, alleging various wage and hour violations against Telecom Network Specialists (TNS), a former subsidiary of Quanta. Quanta retained liability associated with this matter pursuant to the terms of Quanta’s sale of TNS in December 2012. Benton represents a class of workers that includes all persons who worked on certain TNS projects, including individuals that TNS retained through numerous staffing agencies. The plaintiff class in this matter is seeking damages for unpaid wages, penalties associated with the failure to provide meal and rest periods and overtime wages, interest and attorneys’ fees. In January 2017, the trial court granted a summary judgment motion filed by the plaintiff class and found that TNS was a joint employer of the class members and that it failed to provide adequate meal and rest breaks and failed to pay overtime wages. During 2019 and 2020, the parties filed additional summary judgment and other motions, and a bench trial on liability and damages was held. Liability and damages have been determined by the trial court, with the amount of liability for TNS, including interest through the date of the trial court’s orders, determined to be approximately $9.5 million, which does not include attorneys’ fees or costs. Quanta believes the court’s decisions on liability and damages are not supported by controlling law and continues to contest its liability and the damages calculation asserted by the plaintiff class in this matter. Additionally, in November 2007, TNS filed cross complaints for indemnity and breach of contract against the staffing agencies, which employed many of the individuals in question. In December 2012, the trial court heard cross-motions for summary judgment filed by TNS and the staffing agencies pertaining to TNS’s demand for indemnity. The court denied TNS’s motion and granted the motions filed by the staffing agencies; however, the California Appellate Court reversed the trial court’s decision in part and instructed the trial court to reconsider its ruling. In February 2017, the court denied a new motion for summary judgment filed by the staffing companies and has since stated that the staffing companies would be liable to TNS for any damages owed to the class members that the staffing companies employed. However, Quanta currently believes that, due to solvency issues, any contribution from the staffing companies may not be substantial. The final amount of liability and attorneys’ fees, if any, payable in connection with this matter remains the subject of pending litigation and will ultimately depend on various factors, including the outcome of the parties’ appeals of the trial court’s rulings on liability and damages, a final determination with respect to the amount of any attorneys’ fees or additional costs or damages owed by Quanta, and the solvency of the staffing agencies. Based on review and analysis of the trial court’s rulings on liability, Quanta does not believe, at this time, that it is probable this matter will result in a material loss. However, if Quanta is unsuccessful in this litigation and the staffing agencies are unable to fund damages owed to class members, based on rulings issued by the trial court, Quanta believes the range of reasonably possible loss to Quanta upon final resolution of this matter could be up to approximately $9.5 million, plus the final amount of any attorneys’ fees, interest, and expenses awarded to the plaintiff class. Quanta believes the maximum recoverable amount of attorneys’ fees and costs is approximately $17.3 million, and that such maximum amount would only be recoverable in the event Quanta’s appeal of the trial court’s rulings with respect to liability and damages is unsuccessful. Hallen Acquisition Assumed Liability In August 2019, in connection with the acquisition of The Hallen Construction Co., Inc. (Hallen), Quanta assumed certain contingent liabilities associated with a March 2014 natural gas-fed explosion and fire in the Manhattan borough of New York City, New York. The incident resulted in, among other things, loss of life, personal injury and the destruction of two buildings and other property damage. After investigation, the National Transportation Safety Board determined that the probable cause of the incident was the failure of certain natural gas infrastructure installed by Consolidated Edison, Inc. (Con Ed) and the failure of certain sewer infrastructure maintained by the City of New York. Pursuant to a contract with Con Ed, Hallen had performed certain work related to such natural gas infrastructure and agreed to indemnify Con Ed for certain claims, liabilities and costs associated with its work. Numerous lawsuits are pending in New York state courts related to the incident, which generally name Con Ed, the City of New York and Hallen as defendants. These lawsuits are at various preliminary stages and generally seek unspecified damages and, in some cases, punitive damages, for wrongful death, personal injury, property damage and business interruption. As of September 30, 2022, Quanta had not recorded an accrual related to this matter. Hallen’s liabilities associated with this matter are expected to be covered under applicable insurance policies or contractual remedies negotiated by Quanta with the former owners of Hallen. If a loss becomes probable and estimable with respect to this matter, Quanta expects to accrue its estimated liability and a receivable in the same amount. However, the ultimate amount of liability in connection with this matter remains subject to uncertainties associated with pending litigation, including, among other things, the apportionment of liability among the defendants and other responsible parties and the likelihood and amount of potential damages claims. As a result, this matter could result in a loss that is in excess of, or not covered by, such insurance or contractual remedies, which could have a material adverse effect on Quanta’s consolidated financial condition, results of operations and cash flows. Silverado Wildfire Matter During 2022, two of Quanta’s subsidiaries have received tenders of defense and demands for preservation of evidence from Southern California Edison Company (SCE) related to lawsuits filed in April 2021, November 2021 and February 2022 against SCE and T-Mobile USA, Inc. (T-Mobile) in the Superior Court of California, County of Orange. The lawsuits generally assert property damage and related claims on behalf of certain individuals and subrogation claims on behalf of insurers relating to damages caused by a wildfire that began in October 2020 in Orange County, California (the Silverado Fire) and that is purported to have damaged approximately 13,000 acres. The lawsuits allege the Silverado Fire originated from utility poles in the area, generally claiming that each defendant failed to adequately maintain, inspect, repair or replace its overhead facilities, equipment and utility poles and remove vegetation in the vicinity; that the utility poles were overloaded with equipment from shared usage; and that SCE failed to de-energize its facilities during red flag warnings for a Santa Ana wind event. The lawsuits allege the Silverado Fire started when SCE and T-Mobile equipment contacted each other and note the Orange County Fire Department is investigating whether a T-Mobile lashing wire contacted an SCE overhead primary conductor in high winds. T-Mobile has filed cross-complaints against SCE alleging, among other things, that the ignition site of the Silverado Fire encompassed two utility poles replaced by SCE or a third party engaged by SCE, and that certain equipment, including T-Mobile’s lashing wire, was not sufficiently re-secured after the utility pole replacements. One of Quanta’s subsidiaries performed planning and other services related to the two utility poles, and another Quanta subsidiary replaced the utility poles and reattached the electrical and telecommunication equipment to the new utility poles in March 2019, approximately 19 months before the Silverado Fire. Pursuant to the general terms of a master services agreement and a master consulting services agreement between the Quanta subsidiaries and SCE, the subsidiaries agreed to defend and indemnify SCE against certain claims arising with respect to performance or nonperformance under the agreements. The SCE tender letters seek contractual indemnification and defense from Quanta’s subsidiaries for the claims asserted against SCE in the lawsuits and the T-Mobile cross-complaints. Quanta’s subsidiaries intend to vigorously defend against the lawsuits, the T-Mobile cross-complaints and any other claims asserted in connection with the Silverado Fire. Quanta will continue to review additional information in connection with this matter as litigation and resolution efforts progress, and any such information may potentially allow Quanta to determine an estimate of potential loss, if any. As of September 30, 2022, Quanta had not recorded an accrual with respect to this matter, and Quanta is currently unable to reasonably estimate a range of reasonably possible loss, if any, because there are a number of unknown facts and legal considerations that may impact the amount of any potential liability. Quanta also believes that to the extent its subsidiaries are determined to be liable for any damages resulting from this matter, its insurance would be applied to any such liabilities over its deductible amount and its insurance coverage would be adequate to cover such potential liabilities. However, the ultimate amount of any potential liability and insurance coverage in connection with this matter remains subject to uncertainties associated with pending and potential future litigation. Insurance Quanta is insured for, among other things, employer’s liability, workers’ compensation, auto liability, aviation and general liability claims. Quanta manages and maintains a portion of its casualty risk through its wholly-owned captive insurance company, which insures all claims up to the amount of the applicable deductible of its third-party insurance programs, as well as with respect to certain other amounts. As of September 30, 2022 and December 31, 2021, the gross amount accrued for employer’s liability, workers’ compensation, auto liability, general liability, and group health claims totaled $319.3 million and $318.2 million, with $211.1 million and $238.0 million considered to be long-term and included in “Insurance and other non-current liabilities.” Related insurance recoveries/receivables as of September 30, 2022 and December 31, 2021 were $7.5 million and $28.6 million, of which $0.3 million and $0.4 million are included in “Prepaid expenses and other current assets” and $7.2 million and $28.2 million are included in “Other assets, net.” Letters of Credit Certain of Quanta’s vendors require letters of credit to ensure reimbursement for amounts they are disbursing on Quanta’s behalf, such as to beneficiaries under its insurance programs. In addition, from time to time, certain customers require Quanta to post letters of credit to ensure payment of subcontractors and vendors and guarantee performance under contracts. As of September 30, 2022, Quanta had $410.3 million in outstanding letters of credit under its senior credit facility securing its casualty insurance program and various contractual commitments. These are irrevocable stand-by letters of credit with maturities generally expiring at various times throughout 2022 and 2023. Quanta expects to renew the majority of the letters of credit related to the casualty insurance program for subsequent one-year periods upon their maturity. Quanta is not aware of any claims currently asserted or threatened under any of these letters of credit that are material, individually or in the aggregate. Bonds and Parent Guarantees Many customers, particularly in connection with new construction, require Quanta to post performance and payment bonds. These bonds provide a guarantee that Quanta will perform under the terms of a contract and pay its subcontractors and vendors. In certain circumstances, the customer may demand that the surety make payments or provide services under the bond, and Quanta must reimburse the surety for any expenses or outlays it incurs. Quanta may also be required to post letters of credit in favor of the sureties, which would reduce the borrowing availability under its senior credit facility. Quanta has not been required to make any material reimbursements to its sureties for bond-related costs, except as described in Legal Proceedings – Peru Project Dispute above. However, to the extent further reimbursements are required, the amounts could be material and could adversely affect Quanta’s consolidated business, financial condition, results of operations and cash flows. As of September 30, 2022, Quanta is not aware of any outstanding material obligations for payments related to bond obligations, and the estimated total amount of the outstanding performance bonds was approximately $4.6 billion. Quanta’s estimated maximum exposure related to the value of the performance bonds outstanding is lowered on each bonded project as the cost to complete is reduced, and each commitment under a performance bond generally extinguishes concurrently with the expiration of its related contractual obligation. The estimated cost to complete these bonded projects was approximately $1.4 billion as of September 30, 2022. Additionally, from time to time, Quanta guarantees certain obligations and liabilities of its subsidiaries that may arise in connection with, among other things, contracts with customers, equipment lease obligations, joint venture arrangements and contractor licenses. These guarantees may cover all of the subsidiary’s unperformed, undischarged and unreleased obligations and liabilities under or in connection with the relevant agreement. Quanta is not aware of any claims under any guarantees that are material. Collective Bargaining Agreements and Multiemployer Pension Plans Certain of Quanta’s operating companies are parties to collective bargaining agreements with unions that represent certain of their employees, and from time to time, Quanta is a party to grievance and arbitration actions based on claims arising out of the collective bargaining agreements. In addition, Quanta may also be subject to liabilities as a result of its participation in, or withdrawal from, multiemployer defined benefit pension plans. Additional information regarding the agreements and plans associated with these potential obligations is included in Note 15 of the Notes to Consolidated Financial Statements in Item 8. Financial Statements and Supplementary Data in Part II of the 2021 Annual Report. Contingent Consideration Liabilities The terms of certain of Quanta’s acquisition transactions have included the potential payment of contingent consideration. Additional information regarding the liabilities associated with these potential obligations is included in Note 6. Indemnities Quanta generally indemnifies its customers for the services it provides under its contracts and other specified liabilities, which may subject Quanta to indemnity claims and liabilities and related litigation. Quanta is not aware of any indemnity claims in connection with these obligations that are material, except as described in Legal Proceedings – Silverado Wildfire Matter above. Additionally, in the normal course of Quanta’s acquisition transactions, Quanta has granted indemnification rights to various parties against certain potential liabilities related to the transaction or the acquired business and obtained rights to indemnification from the sellers or former owners of acquired businesses for certain risks, liabilities, and obligations arising from business operations prior to the date of acquisition. For example, Quanta has obtained certain indemnification rights from the former owners of Hallen with respect to contingent liabilities that were assumed in connection with the acquisition, as described in Legal Proceedings — Hallen Acquisition Assumed Liability above. Investments in Affiliates and Other Entities As described in Note 8, Quanta holds investments in various entities, including joint venture entities that provide infrastructure-related services under specific customer contracts and partially owned entities that own, operate and/or maintain certain infrastructure assets. Quanta is not aware of circumstances that would lead to future claims against it for material amounts in connection with joint and several liabilities associated with its joint venture structures. As of September 30, 2022, Quanta had $0.6 million of outstanding capital commitments associated with investments in unconsolidated affiliates payable by September 30, 2023 and $10.5 million payable thereafter. Committed Expenditures Quanta has capital commitments for the expansion of its equipment fleet in order to accommodate manufacturer lead times on certain types of vehicles. As of September 30, 2022, Quanta had $45.3 million of production orders with expected delivery dates during the remainder of 2022 and $144.8 million of production orders with expected delivery dates in 2023. Although Quanta has committed to purchase these vehicles at the time of their delivery, Quanta anticipates that the majority of these orders will be assigned to third party leasing companies and made available under certain master equipment lease agreements, thereby releasing Quanta from its capital commitments. Residual Value Guarantees As described in Note 11, Quanta has also guaranteed the residual value under certain of its equipment operating leases, agreeing to pay any difference between this residual value and the fair market value of the underlying asset at the date of lease termination. As of September 30, 2022, the maximum guaranteed residual value of this equipment was $969.9 million. While Quanta believes that no significant payments will be made as a result of these residual value guarantees, there can be no assurance that significant payments will not be required in the future. Deferral of Employer Payroll Taxes During 2020, the U.S. federal government enacted the Coronavirus Aid, Relief, and Economic Security Act (the CARES Act), which provided for various tax relief and tax incentive measures. These measures did not have a material impact on Quanta’s results of operations. However, pursuant to the CARES Act, Quanta deferred the payment of $108.9 million of employer payroll taxes during the year ended December 31, 2020, 50% of which were paid in the year ended December 31, 2021 and the remainder of which is due by December 31, 2022. Employment Agreements Quanta has various employment agreements with certain executives and other employees, which provide for compensation, other benefits and, under certain circumstances, severance payments and post-termination stock-based compensation benefits. Certain employment agreements also contain clauses that require the potential payment of specified amounts to such employees upon the occurrence of a defined change in control event. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 17. FAIR VALUE MEASUREMENTS: For disclosure purposes, qualifying assets and liabilities are categorized into three broad levels based on the priority of the inputs used to determine their fair values. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). Certain assumptions and other information as they relate to these qualifying assets and liabilities are described below. Goodwill and Other Intangible Assets As discussed in Note 6, Quanta has recorded goodwill and identifiable intangible assets in connection with certain of its historical business acquisitions. Quanta utilizes the fair value premise as the primary basis for its impairment valuation procedures. The Goodwill and Other Intangible Assets sections in Notes 2 and 7 of the Notes to Consolidated Financial Statements in Item 8. Financial Statements and Supplementary Data in Part II of the 2021 Annual Report provide information regarding valuation methods and assumptions used to determine the fair value of these assets. Quanta periodically engages the services of an independent valuation firm when a new business is acquired to assist management with the valuation process, including assistance with the selection of appropriate valuation methodologies and the development of market-based valuation assumptions. The level of inputs used for these fair value measurements is the lowest level (Level 3). Investments Quanta has various equity investments, which are further described in Note 8. Equity investments with readily determinable fair values are measured and recorded at fair value on a recurring basis, with changes in fair value, whether realized or unrealized, recognized in net income. In cases where those readily determinable values are quoted market prices, the level of input used for these fair value measurements is the highest level (Level 1). Equity investments without readily determinable fair values and equity method investments are measured on a nonrecurring basis. Equity investments without readily determinable fair values are measured and recorded at cost minus impairment, if any, plus or minus changes from qualifying observable price changes. Equity method investments are measured at cost minus impairment, if any, plus or minus Quanta’s share of equity method investee income or loss. Quanta utilizes the fair value premise as the basis for its impairment valuation and recognizes impairment if there are sufficient indicators that the fair value of the investment is less than its carrying value, and, in the case of equity method investments, if that decline is other-than-temporary. These types of fair market value assessments are similar to other nonrecurring fair value measures used by Quanta, which include the use of significant judgments and available relevant market data. The level of inputs used for these fair value measurements is the lowest level (Level 3). During the three months ended March 31, 2022, Quanta’s investment in Starry became a common equity interest in a publicly traded company, as further described in Note 8. As a result, the fair value of this investment is remeasured based on the market price of Starry’s common stock at the end of each quarter, which is considered to be its fair value. The level of input used for this fair value measurement is Level 1, while the level of input used for fair value measurement prior to Starry becoming a publicly traded company was Level 3. Quanta also has COLI policies related to its deferred compensation plan as further described in Note 15. These policies are carried at their cash surrender value, which is considered their fair value. The level of input used for these fair value measurements is Level 2. Financial Instruments The carrying amounts of cash equivalents, accounts receivable, contract assets, accounts payable, accrued expenses and contract liabilities approximate fair value due to the short-term nature of these instruments. All of Quanta’s cash equivalents were categorized as Level 1 assets as of September 30, 2022 and December 31, 2021, as all values were based on unadjusted quoted prices for identical assets in an active market that Quanta has the ability to access. Contingent Consideration Liabilities Financial instruments required to be measured at fair value on a recurring basis consist primarily of Quanta’s liabilities related to contingent consideration associated with certain acquisitions, payable in the event certain performance objectives are achieved by the acquired businesses during designated post-acquisition periods. The fair values of these liabilities described in Note 6 were primarily determined using a Monte Carlo simulation valuation methodology based on probability-weighted performance projections and other inputs, including a discount rate and an expected volatility factor for each acquisition. The expected volatility factors ranged from 41.0% to 50.0%, with a weighted average of 48.0%, based on historical asset volatility of selected guideline public companies. Depending on contingent consideration payment terms, the present values of the estimated payments are discounted based on a risk-free rate and/or Quanta’s cost of debt and ranged from 0.04% to 4.1% and had a weighted average of 2.9% based on the fair value at the dates of the respective acquisitions. The fair value determinations incorporate significant inputs not observable in the market. Accordingly, the level of inputs used for these fair value measurements is the lowest level (Level 3). Significant changes in any of these assumptions could result in a significantly higher or lower potential liability. Long-Term Debt The carrying amount of the term loan under Quanta’s senior credit facility approximates fair value due to its variable interest rate. The carrying amounts of the revolving borrowings under Quanta’s senior credit facility and notes issued under its commercial paper program approximate fair value, as all revolving borrowings and notes currently have a short maturity. The fair value of Quanta’s senior notes, which are described further in Note 10, was $1.95 billion as of September 30, 2022, compared to a carrying value of $2.48 billion net of unamortized bond discount, underwriting discounts and deferred financing costs of $24.6 million. The fair value of the senior notes is based on the quoted market prices for the same issue, and the senior notes are categorized as Level 1 liabilities. See Note 10 for additional information regarding Quanta’s senior credit facility, commercial paper program and senior notes. |
Detail of Certain Accounts
Detail of Certain Accounts | 9 Months Ended |
Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Detail of Certain Accounts | 18. DETAIL OF CERTAIN ACCOUNTS: Cash and Cash Equivalents Amounts related to Quanta’s cash and cash equivalents based on geographic location of the bank accounts were as follows (in thousands): September 30, 2022 December 31, 2021 Cash and cash equivalents held in domestic bank accounts $ 175,846 $ 205,781 Cash and cash equivalents held in foreign bank accounts 39,549 23,316 Total cash and cash equivalents $ 215,395 $ 229,097 Quanta considers all highly liquid investments with an original maturity of three months or less at the time of purchase to be cash equivalents, which are carried at fair value. As of September 30, 2022 and December 31, 2021, cash equivalents were $136.7 million and $140.0 million and consisted primarily of money market investments and money market mutual funds and are discussed further in Note 17. Cash and cash equivalents held by joint ventures, which are either consolidated or proportionately consolidated, are available to support joint venture operations, but Quanta cannot utilize those assets to support its other operations. Quanta generally has no right to cash and cash equivalents held by a joint venture other than participating in distributions, to the extent made, and in the event of dissolution. Cash and cash equivalents held by Quanta’s wholly-owned captive insurance company are generally not available for use in support of its other operations. Amounts related to cash and cash equivalents held by consolidated or proportionately consolidated joint ventures and the captive insurance company, which are included in Quanta’s total cash and cash equivalents balances, were as follows (in thousands): September 30, 2022 December 31, 2021 Cash and cash equivalents held by domestic joint ventures $ 18,712 $ 21,828 Cash and cash equivalents held by foreign joint ventures 5,087 3,461 Total cash and cash equivalents held by joint ventures 23,799 25,289 Cash and cash equivalents held by captive insurance company 46,539 133,302 Cash and cash equivalents not held by joint ventures or captive insurance company 145,057 70,506 Total cash and cash equivalents $ 215,395 $ 229,097 Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consisted of the following (in thousands): September 30, 2022 December 31, 2021 Accounts payable, trade $ 1,383,079 $ 1,251,118 Accrued compensation and related expenses 597,235 547,161 Other accrued expenses 429,286 456,392 Accounts payable and accrued expenses $ 2,409,600 $ 2,254,671 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 9 Months Ended |
Sep. 30, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | 19. SUPPLEMENTAL CASH FLOW INFORMATION: The net effects of changes in operating assets and liabilities, net of non-cash transactions, on cash flows from operating activities are as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Accounts and notes receivable $ (152,311) $ (411,890) $ (316,253) $ (299,857) Contract assets (161,698) (96,423) (369,958) (308,849) Inventories (2,581) 5 (14,445) (6,139) Prepaid expenses and other current assets (18,030) 37,406 (73,899) (4,943) Accounts payable and accrued expenses and other non-current liabilities 229,989 230,631 287,890 289,833 Contract liabilities 77,682 (1,397) 27,278 (27,027) Other, net (1,746) (6,027) (4,971) (15,205) Net change in operating assets and liabilities, net of non-cash transactions $ (28,695) $ (247,695) $ (464,358) $ (372,187) Reconciliations of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that sum to the total of such amounts shown in the statements of cash flows are as follows (in thousands): September 30, 2022 2021 Cash and cash equivalents (1) $ 215,395 $ 1,696,210 Restricted cash included in “Prepaid expenses and other current assets” (2) 1,993 2,108 Restricted cash included in “Other assets, net” (2) 950 778 Total cash, cash equivalents, and restricted cash reported in the statements of cash flows $ 218,338 $ 1,699,096 June 30, 2022 2021 Cash and cash equivalents (1) $ 150,653 $ 212,473 Restricted cash included in “Prepaid expenses and other current assets” (2) 1,763 1,460 Restricted cash included in “Other assets, net” (2) 950 782 Total cash, cash equivalents, and restricted cash reported in the statements of cash flows $ 153,366 $ 214,715 December 31, 2021 2020 Cash and cash equivalents (1) $ 229,097 $ 184,620 Restricted cash included in “Prepaid expenses and other current assets” (2) 1,836 1,275 Restricted cash included in “Other assets, net” (2) 954 913 Total cash, cash equivalents, and restricted cash reported in the statements of cash flows $ 231,887 $ 186,808 (1) Cash and cash equivalents as of September 30, 2022 and 2021 includes $46.5 million and $132.9 million held by Quanta’s wholly-owned captive insurance company. Cash and cash equivalents as of June 30, 2022 and 2021 includes $47.9 million and $132.0 million held by Quanta’s wholly-owned captive insurance company. Cash and cash equivalents as of December 31, 2021 and 2020 includes $133.3 million and $85.0 million held by Quanta’s wholly-owned captive insurance company. Such amounts are generally not available for use in support of Quanta’s other operations. (2) Restricted cash includes any cash that is legally restricted as to withdrawal or usage. Supplemental cash flow information related to leases and rental purchase options is as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ (22,988) $ (25,331) $ (72,256) $ (79,730) Operating cash flows from finance leases $ (28) $ (18) $ (82) $ (68) Financing cash flows from finance leases $ (349) $ (168) $ (1,076) $ (688) Lease assets obtained in exchange for lease liabilities: Operating leases $ 30,056 $ 17,081 $ 54,779 $ 41,686 Finance leases $ 615 $ 112 $ 1,865 $ 398 Rental purchase option assets obtained in exchange for rental purchase option liabilities $ 2,449 $ 1,129 $ 29,602 $ 7,009 Additional supplemental cash flow information is as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Cash (paid) received during the period for — Interest paid $ (18,856) $ (3,950) $ (61,815) $ (26,883) Income taxes paid $ (16,462) $ (35,740) $ (74,825) $ (103,225) Income tax refunds $ 496 $ 2,419 $ 5,966 $ 9,211 |
Basis of Presentation and Acc_2
Basis of Presentation and Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Interim Condensed Consolidated Financial Information | These unaudited condensed consolidated financial statements have been prepared pursuant to the rules of the U.S. Securities and Exchange Commission (SEC). Certain information and footnote disclosures, normally included in annual financial statements prepared in accordance with generally accepted accounting principles in the United States (GAAP), have been condensed or omitted pursuant to those rules and regulations. Quanta believes that the disclosures made are adequate to make the information presented not misleading. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary to fairly state the financial position, results of operations, comprehensive income and cash flows with respect to the interim condensed consolidated financial statements have been included. The results of operations and comprehensive income for the interim periods are not necessarily indicative of the results for the entire fiscal year. The results of Quanta have historically been subject to significant seasonal fluctuations. |
New Accounting Pronouncement Not Yet Adopted | New Accounting Pronouncement Not Yet Adopted In October 2021, the Financial Accounting Standards Board (FASB) issued an update that requires an entity to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with FASB ASC 606 (Revenue from Contracts with Customers). At the acquisition date, an acquirer should account for the related contract revenue in accordance with FASB ASC 606. This update is effective for interim and annual periods beginning after December 15, 2022, with amendments generally applied prospectively. Quanta will adopt this update by January 1, 2023, and it is not expected to have a material impact on Quanta’s consolidated financial statements at the date of adoption. In June 2022, the FASB issued an update that clarifies the guidance in FASB ASC 820 (Fair Value Measurement) for equity securities subject to contractual sale restrictions. The update prohibits entities from taking into account contractual restrictions on the sale of equity securities when estimating fair value and introduces required disclosures for such transactions. This update is effective for interim and annual periods after December 15, 2023. Early adoption is permitted. Quanta will adopt this update by January 1, 2024, and it is currently evaluating the impact, if any, of adopting this guidance on our consolidated financial statements and disclosures. Quanta expects the adoption of this update will result in the fair market value of consideration and, as a result, goodwill for certain future acquisitions to be higher than they would have been before adoption. |
Revenue Recognition | ContractsCertain of Quanta’s services are generally provided pursuant to master service agreements (MSAs), repair and maintenance contracts and fixed price and non-fixed price construction contracts. These contracts are classified into three categories: unit-price contracts, cost-plus contracts and fixed price contracts. Under fixed-price contracts, as well as unit-price contracts with more than an insignificant amount of partially completed units, revenue is recognized as performance obligations are satisfied over time, with the percentage of completion generally measured as the percentage of costs incurred to total estimated costs for such performance obligation. Approximately 52.4% and 42.5% of Quanta’s revenues recognized during the three months ended September 30, 2022 and 2021 were associated with this revenue recognition method, and 51.5% and 43.4% of Quanta’s revenues recognized during the nine months ended September 30, 2022 and 2021 were associated with this revenue recognition method. Performance Obligations As of September 30, 2022 and December 31, 2021, the aggregate transaction price allocated to unsatisfied or partially satisfied performance obligations was approximately $6.83 billion and $5.90 billion, with 79.2% and 81.8% expected to be recognized in the subsequent twelve months. These amounts represent management’s estimates of the consolidated revenues that are expected to be realized from the remaining portion of firm orders under fixed price contracts not yet completed or for which work had not yet begun as of such dates. For purposes of calculating remaining performance obligations, Quanta includes all estimated revenues attributable to consolidated joint ventures and variable interest entities, revenues from funded and unfunded portions of government contracts to the extent they are reasonably expected to be realized, and revenues from change orders and claims to the extent management believes additional contract revenues will be earned and are deemed probable of collection. Excluded from remaining performance obligations are potential orders under MSAs and non-fixed price contracts expected to be completed within one year. Contract Estimates and Changes in Estimates Actual revenues and project costs can vary, sometimes substantially, from previous estimates due to changes in a variety of factors, including unforeseen or changed circumstances not included in Quanta’s cost estimates or covered by its contracts. Some of the factors that can result in positive changes in estimates on projects include successful execution through project risks, reduction of estimated project costs or increases of estimated revenues. Some of the factors that can result in negative changes in estimates include concealed or unknown site conditions; changes to or disputes with customers regarding the scope of services; changes in estimates related to the length of time to complete a performance obligation; changes or delays with respect to permitting and regulatory requirements and materials; changes in the cost of equipment, commodities, materials or skilled labor; unanticipated costs or claims due to delays or failure to perform by customers or third parties; customer failure to provide required materials or equipment; errors in engineering, specifications or designs; project modifications; adverse weather conditions, natural disasters, and other emergencies (including the COVID-19 pandemic); and performance and quality issues causing delay (including payment of liquidated damages) or requiring rework or replacement. Any changes in estimates could result in changes to profitability or losses associated with the related performance obligations. Accounts Receivable, Allowance for Credit Losses and Concentrations of Credit Risk Quanta’s historical loss ratio and its determination of its risk pool, which are used to calculate expected credit losses, may be adjusted for changes in customer credit concentrations within its portfolio of financial assets, its customers’ ability to pay, and other considerations, such as economic and market changes, changes to regulatory or technological environments affecting customers and the consistency between current and forecasted economic conditions and historical economic conditions used to derive historical loss ratios. At the end of each quarter, management reassesses these and other relevant factors, including the impact of inflationary pressure, ongoing supply chain and other logistical challenges and potential uncertainty and further effects on the energy market and overall economy caused by the COVID-19 pandemic. |
Segment Information | 5. SEGMENT INFORMATION: Beginning with the three months ended December 31, 2021, Quanta reports results under three reportable segments: (1) Electric Power Infrastructure Solutions, (2) Renewable Energy Infrastructure Solutions and (3) Underground Utility and Infrastructure Solutions. The Renewable Energy Infrastructure Solutions segment was added primarily due to the acquisition of Blattner Holding Company and its operating subsidiaries (collectively, Blattner) on October 13, 2021. For additional information regarding this acquisition, see Note 6. In conjunction with this change, certain prior period amounts have been recast to conform to this new segment reporting structure. This structure is generally based on the broad end-user markets for Quanta’s services. See Note 1 for additional information regarding Quanta’s reportable segments. Quanta’s segment results are derived from the types of services provided across its operating companies in each of its end user markets. Quanta’s entrepreneurial business model allows multiple operating companies to serve the same or similar customers and to provide a range of services across end user markets. Reportable segment information, including revenues and operating income by type of work, is gathered from each operating company for the purpose of evaluating segment performance in support of Quanta’s market strategies. Classification of operating company revenues by type of work for segment reporting purposes can require judgment on the part of management. Quanta’s operating companies may perform joint projects for customers in multiple industries, deliver multiple types of services under a single customer contract or provide service offerings to various industries. For example, Quanta performs joint trenching projects to install distribution lines for electric power and natural gas customers. In addition, integrated operations and common administrative support for Quanta’s operating companies require that certain allocations be made to determine segment profitability, including allocations of corporate shared and indirect operating costs as well as general and administrative costs. Certain corporate costs are not allocated, including facility costs, acquisition and integration costs, non-cash stock-based compensation, amortization related to intangible assets, asset impairment related to goodwill and intangible assets and change in fair value of contingent consideration liabilities. |
Fair Value Measurements | For disclosure purposes, qualifying assets and liabilities are categorized into three broad levels based on the priority of the inputs used to determine their fair values. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). Certain assumptions and other information as they relate to these qualifying assets and liabilities are described below. Goodwill and Other Intangible Assets As discussed in Note 6, Quanta has recorded goodwill and identifiable intangible assets in connection with certain of its historical business acquisitions. Quanta utilizes the fair value premise as the primary basis for its impairment valuation procedures. The Goodwill and Other Intangible Assets sections in Notes 2 and 7 of the Notes to Consolidated Financial Statements in Item 8. Financial Statements and Supplementary Data in Part II of the 2021 Annual Report provide information regarding valuation methods and assumptions used to determine the fair value of these assets. Quanta periodically engages the services of an independent valuation firm when a new business is acquired to assist management with the valuation process, including assistance with the selection of appropriate valuation methodologies and the development of market-based valuation assumptions. The level of inputs used for these fair value measurements is the lowest level (Level 3). Investments Quanta has various equity investments, which are further described in Note 8. Equity investments with readily determinable fair values are measured and recorded at fair value on a recurring basis, with changes in fair value, whether realized or unrealized, recognized in net income. In cases where those readily determinable values are quoted market prices, the level of input used for these fair value measurements is the highest level (Level 1). Equity investments without readily determinable fair values and equity method investments are measured on a nonrecurring basis. Equity investments without readily determinable fair values are measured and recorded at cost minus impairment, if any, plus or minus changes from qualifying observable price changes. Equity method investments are measured at cost minus impairment, if any, plus or minus Quanta’s share of equity method investee income or loss. Quanta utilizes the fair value premise as the basis for its impairment valuation and recognizes impairment if there are sufficient indicators that the fair value of the investment is less than its carrying value, and, in the case of equity method investments, if that decline is other-than-temporary. These types of fair market value assessments are similar to other nonrecurring fair value measures used by Quanta, which include the use of significant judgments and available relevant market data. The level of inputs used for these fair value measurements is the lowest level (Level 3). During the three months ended March 31, 2022, Quanta’s investment in Starry became a common equity interest in a publicly traded company, as further described in Note 8. As a result, the fair value of this investment is remeasured based on the market price of Starry’s common stock at the end of each quarter, which is considered to be its fair value. The level of input used for this fair value measurement is Level 1, while the level of input used for fair value measurement prior to Starry becoming a publicly traded company was Level 3. Quanta also has COLI policies related to its deferred compensation plan as further described in Note 15. These policies are carried at their cash surrender value, which is considered their fair value. The level of input used for these fair value measurements is Level 2. Financial Instruments The carrying amounts of cash equivalents, accounts receivable, contract assets, accounts payable, accrued expenses and contract liabilities approximate fair value due to the short-term nature of these instruments. All of Quanta’s cash equivalents were categorized as Level 1 assets as of September 30, 2022 and December 31, 2021, as all values were based on unadjusted quoted prices for identical assets in an active market that Quanta has the ability to access. Contingent Consideration Liabilities Financial instruments required to be measured at fair value on a recurring basis consist primarily of Quanta’s liabilities related to contingent consideration associated with certain acquisitions, payable in the event certain performance objectives are achieved by the acquired businesses during designated post-acquisition periods. The fair values of these liabilities described in Note 6 were primarily determined using a Monte Carlo simulation valuation methodology based on probability-weighted performance projections and other inputs, including a discount rate and an expected volatility factor for each acquisition. The expected volatility factors ranged from 41.0% to 50.0%, with a weighted average of 48.0%, based on historical asset volatility of selected guideline public companies. Depending on contingent consideration payment terms, the present values of the estimated payments are discounted based on a risk-free rate and/or Quanta’s cost of debt and ranged from 0.04% to 4.1% and had a weighted average of 2.9% based on the fair value at the dates of the respective acquisitions. The fair value determinations incorporate significant inputs not observable in the market. Accordingly, the level of inputs used for these fair value measurements is the lowest level (Level 3). Significant changes in any of these assumptions could result in a significantly higher or lower potential liability. Long-Term Debt The carrying amount of the term loan under Quanta’s senior credit facility approximates fair value due to its variable interest rate. The carrying amounts of the revolving borrowings under Quanta’s senior credit facility and notes issued under its commercial paper program approximate fair value, as all revolving borrowings and notes currently have a short maturity. The fair value of Quanta’s senior notes, which are described further in Note 10, was $1.95 billion as of September 30, 2022, compared to a carrying value of $2.48 billion net of unamortized bond discount, underwriting discounts and deferred financing costs of $24.6 million. The fair value of the senior notes is based on the quoted market prices for the same issue, and the senior notes are categorized as Level 1 liabilities. See Note 10 for additional information regarding Quanta’s senior credit facility, commercial paper program and senior notes. |
Contingent Consideration | Quanta’s aggregate contingent consideration liabilities can change due to additional business acquisitions, settlement of outstanding liabilities, accretion in present value and changes in the estimated fair value of amounts based on the impact of interest rates and the performance of acquired businesses in post-acquisition periods. These changes are reflected in “Change in fair value of contingent consideration liabilities” in the accompanying consolidated statements of operations. |
Goodwill | Goodwill, net of accumulated impairment losses, represents the excess of cost over the fair market value of net tangible and identifiable intangible assets of acquired businesses and is stated at cost. Quanta’s reporting units for the purpose of assessing goodwill impairment align with its three reportable segments. Goodwill is not amortized but is tested for impairment annually in the fourth quarter of the fiscal year, or more frequently if events or circumstances arise which indicate that goodwill may be impaired. Qualitative indicators that may trigger the need for annual or interim quantitative impairment testing include, among other things, deterioration in macroeconomic conditions; |
Intangible Assets | Quanta’s intangible assets include customer relationships; backlog; trade names; non-compete agreements; patented rights, developed technology, and process certifications; and curriculum, all of which are subject to amortization; as well as an engineering license, which is not subject to amortization. |
Investments in Affiliates and Other Entities | Quanta’s share of net income or losses of these investments is included within operating income in the accompanying condensed consolidated statements of operations when the investee is operationally integral to the operations of Quanta and is reported as “Equity in earnings (losses) of integral unconsolidated affiliates.” For non-integral investments, such amounts are reported as “Other income (expense), net.” |
Income Taxes | Quanta regularly evaluates valuation allowances established for deferred tax assets for which future realization is uncertain, including in connection with changes in tax laws. The estimation of required valuation allowances includes estimates of future taxable income. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Quanta considers projected future taxable income and tax planning strategies in making this assessment. If actual future taxable income differs from these estimates, Quanta may not realize deferred tax assets to the extent estimated. |
Cash and Cash Equivalents | Cash and cash equivalents held by joint ventures, which are either consolidated or proportionately consolidated, are available to support joint venture operations, but Quanta cannot utilize those assets to support its other operations. Quanta generally has no right to cash and cash equivalents held by a joint venture other than participating in distributions, to the extent made, and in the event of dissolution. Cash and cash equivalents held by Quanta’s wholly-owned captive insurance company are generally not available for use in support of its other operations. |
Revenue Recognition and Relat_2
Revenue Recognition and Related Balance Sheet Accounts (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Disaggregated by Geographic Location and Contract Type | The following tables present Quanta’s revenue disaggregated by contract type and by geographic location, as determined by the job location (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 By contract type: Unit-price contracts $ 1,597,640 35.8 % $ 1,399,358 41.8 % 4,407,147 34.8 % $ 3,593,644 39.7 % Cost-plus contracts 986,262 22.1 % 825,622 24.6 % 2,879,492 22.8 % 2,247,879 24.8 % Fixed price contracts 1,875,855 42.1 % 1,128,298 33.6 % 5,370,646 42.4 % 3,215,152 35.5 % Total revenues $ 4,459,757 100.0 % $ 3,353,278 100.0 % $ 12,657,285 100.0 % $ 9,056,675 100.0 % Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 By primary geographic location: United States $ 3,760,019 84.3 % $ 2,892,446 86.2 % $ 10,751,325 84.9 % $ 7,669,360 84.7 % Canada 512,803 11.5 % 382,072 11.4 % 1,503,174 11.9 % 1,123,077 12.4 % Australia 130,851 2.9 % 52,804 1.6 % 275,421 2.2 % 170,719 1.9 % Others 56,084 1.3 % 25,956 0.8 % 127,365 1.0 % 93,519 1.0 % Total revenues $ 4,459,757 100.0 % $ 3,353,278 100.0 % $ 12,657,285 100.0 % $ 9,056,675 100.0 % |
Contract Assets and Liabilities | Contract assets and liabilities consisted of the following (in thousands): September 30, 2022 December 31, 2021 Contract assets $ 1,127,181 $ 803,453 Contract liabilities $ 830,351 $ 802,872 |
Composition of the Allowance for Credit Losses | Activity in Quanta’s allowance for credit losses consisted of the following (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Balance at beginning of period $ 49,707 $ 39,713 $ 49,749 $ 16,546 Increase (decrease) in provision for credit losses 2,343 249 2,048 24,169 Write-offs charged against the allowance net of recoveries of amounts previously written off (33,030) (253) (32,777) (1,006) Balance at end of period $ 19,020 $ 39,709 $ 19,020 $ 39,709 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
Summarized Financial Information | The following table sets forth segment revenues, segment operating income (loss) and operating margins for the three and nine months ended September 30, 2022 and 2021. Operating margins are calculated by dividing operating income by revenues. The following table shows dollars in thousands: Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Revenues: Electric Power Infrastructure Solutions $ 2,282,332 51.2 % $ 1,996,789 59.5 % $ 6,620,459 52.3 % $ 5,488,597 60.6 % Renewable Energy Infrastructure Solutions 978,779 21.9 331,679 9.9 2,778,647 22.0 1,047,766 11.6 Underground Utility and Infrastructure Solutions 1,198,646 26.9 1,024,810 30.6 3,258,179 25.7 2,520,312 27.8 Consolidated revenues $ 4,459,757 100.0 % $ 3,353,278 100.0 % $ 12,657,285 100.0 % $ 9,056,675 100.0 % Operating income (loss) : Electric Power Infrastructure Solutions (1) $ 255,457 11.2 % $ 252,415 12.6 % $ 691,026 10.4 % $ 613,121 11.2 % Renewable Energy Infrastructure Solutions 88,885 9.1 % 35,868 10.8 % 240,514 8.7 % 111,096 10.6 % Underground Utility and Infrastructure Solutions 101,351 8.5 % 68,167 6.7 % 239,469 7.3 % 100,917 4.0 % Corporate and Non-Allocated Costs (2) (158,902) (3.6) % (108,373) (3.2) % (558,346) (4.4) % (301,677) (3.3) % Consolidated operating income $ 286,791 6.4 % $ 248,077 7.4 % $ 612,663 4.8 % $ 523,457 5.8 % (1) Operating income for the Electric Power Infrastructure Solutions segment includes equity in earnings of integral unconsolidated affiliates that are operationally integral to the operations of Quanta, which primarily consists of equity in earnings related to Quanta’s equity interest in LUMA Energy, LLC (LUMA). (2) Corporate and Non-Allocated Costs for the three months ended September 30, 2022 and 2021 included amortization expense of $67.1 million and $22.8 million and non-cash stock-based compensation of $26.6 million and $21.6 million. Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Depreciation: Electric Power Infrastructure Solutions $ 35,896 $ 34,859 $ 109,456 $ 104,053 Renewable Energy Infrastructure Solutions 11,214 2,338 29,625 6,873 Underground Utility and Infrastructure Solutions 20,311 20,958 61,916 63,183 Corporate and Non-Allocated Costs 6,086 3,461 17,423 12,371 Consolidated depreciation $ 73,507 $ 61,616 $ 218,420 $ 186,480 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Aggregate Consideration Paid or Payable and Allocation Net Assets | The following table summarizes the fair value of total consideration transferred or estimated to be transferred and the fair value of assets acquired and liabilities assumed as of September 30, 2022 for acquisitions completed in the periods shown below (in thousands). Nine Months Ended Year Ended September 30, 2022 December 31, 2021 Consideration: Blattner All Others Cash paid or payable $ 21,990 $ 2,434,877 $ 328,375 Value of Quanta common stock issued — 345,422 16,922 Contingent consideration 2,600 125,632 — Fair value of total consideration transferred or estimated to be transferred $ 24,590 $ 2,905,931 $ 345,297 Cash and cash equivalents $ 101 $ 171,950 $ 9,911 Accounts receivable 1,755 411,835 63,033 Contract assets — 13,622 8,322 Other current assets 72 57,803 6,262 Property and equipment 2,266 179,530 71,736 Other assets — 191 230 Identifiable intangible assets 13,109 1,425,000 104,143 Current maturities of long-term debt and short-term debt — (2,304) — Accounts payable and accrued liabilities (1,408) (481,047) (29,481) Contract liabilities (3,530) (227,040) (384) Deferred tax liabilities, net — — (2,424) Other long-term liabilities — (7,764) — Total identifiable net assets 12,365 1,541,776 231,348 Goodwill 12,225 1,364,155 113,948 Fair value of net assets acquired $ 24,590 $ 2,905,931 $ 345,296 |
Estimated Fair Values of Identifiable Intangible Assets and Related Weighted Average Amortization | The following table summarizes the estimated fair values of identifiable intangible assets for the acquisitions completed in the nine months ended September 30, 2022 and the year ended December 31, 2021 as of the acquisition dates and the related weighted average amortization periods by type (in thousands, except for weighted average amortization periods, which are in years). 2021 2022 Blattner All Others Estimated Fair Value Weighted Average Amortization Period in Years Estimated Fair Value Weighted Average Amortization Period in Years Estimated Fair Value Weighted Average Amortization Period in Years Customer relationships $ 11,565 6.0 $ 1,045,000 7.0 $ 77,563 6.7 Backlog 557 0.5 130,000 0.7 6,431 1.2 Trade names 850 15.0 250,000 15.0 5,298 14.9 Non-compete agreements 137 5.0 — N/A 5,823 5.0 Patented rights, developed technology, and process certifications — N/A — N/A 9,028 3.5 Total intangible assets subject to amortization $ 13,109 6.4 $ 1,425,000 7.8 $ 104,143 6.4 |
Discount Rates and Customer Attrition Rates | The following table includes the discount rates and customer attrition rates used to determine the fair value of customer relationship intangible assets for businesses acquired during the nine months ended September 30, 2022 and the year ended December 31, 2021 as of the respective acquisition dates: 2022 2021 Rate Range Weighted Average Discount rates 22% 18% to 26% 18% Customer attrition rates 20% 8% to 30% 10% |
Aggregate Fair Values of Outstanding and Unearned Contingent Consideration Liabilities | The aggregate fair value of these outstanding contingent consideration liabilities and their classification in the accompanying consolidated balance sheets is as follows (in thousands): September 30, 2022 December 31, 2021 Accounts payable and accrued expenses $ 4,975 $ 2,591 Insurance and other non-current liabilities 143,175 140,482 Total contingent consideration liabilities $ 148,150 $ 143,073 |
Unaudited Supplemental Pro Forma Results of Operations | The following unaudited supplemental pro forma results of operations for Quanta, which incorporate the acquisitions completed in the nine months ended September 30, 2022 and the year ended December 31, 2021, have been provided for illustrative purposes only and do not purport to be indicative of the actual results that would have been achieved by the combined companies for the periods presented or that may be achieved by the combined companies in the future. Future results may vary significantly from the results reflected in the following pro forma financial information because of future events and transactions, as well as other factors (in thousands, except per share amounts). Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Revenues $ 4,459,757 $ 4,201,655 $ 12,666,933 $ 11,394,008 Gross profit $ 688,830 $ 698,695 $ 1,862,122 $ 1,808,795 Selling, general and administrative expenses $ (347,449) $ (313,125) $ (997,801) $ (967,517) Amortization of intangible assets $ (67,147) $ (67,886) $ (291,849) $ (203,956) Net income $ 156,316 $ 226,566 $ 335,329 $ 459,055 Net income attributable to common stock $ 155,956 $ 225,533 $ 326,442 $ 454,526 Earnings per share attributable to common stock: Basic $ 1.09 $ 1.57 $ 2.27 $ 3.16 Diluted $ 1.06 $ 1.53 $ 2.20 $ 3.07 |
Per Share Information (Tables)
Per Share Information (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Earnings Per Share Attributable to Common Stock | The amounts used to compute basic and diluted earnings per share attributable to common stock consisted of the following (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Amounts attributable to common stock: Net income attributable to common stock $ 155,956 $ 174,365 $ 328,617 $ 381,159 Weighted average shares: Weighted average shares outstanding for basic earnings per share attributable to common stock 143,353 140,008 143,581 140,134 Effect of dilutive unvested non-participating stock-based awards 4,325 4,296 4,515 4,314 Weighted average shares outstanding for diluted earnings per share attributable to common stock 147,678 144,304 148,096 144,448 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Long-term Debt Obligations | Quanta’s long-term debt obligations consisted of the following (in thousands): September 30, 2022 December 31, 2021 0.950% Senior Notes due October 2024 $ 500,000 $ 500,000 2.900% Senior Notes due October 2030 1,000,000 1,000,000 2.350% Senior Notes due January 2032 500,000 500,000 3.050% Senior Notes due October 2041 500,000 500,000 Borrowings under senior credit facility 952,360 1,199,841 Borrowings under commercial paper program 400,450 — Other long-term debt 89,504 64,800 Finance leases 3,612 2,546 Unamortized discount and financing costs (27,060) (29,295) Total long-term debt obligations 3,918,866 3,737,892 Less — Current maturities of long-term debt 32,344 13,418 Total long-term debt obligations, net of current maturities $ 3,886,522 $ 3,724,474 |
Current Maturities and Interest Rates of Long-Term Debt and Short-Term Debt | Quanta’s current maturities of long-term debt and short-term debt consisted of the following (in thousands): September 30, 2022 December 31, 2021 Current maturities of long-term debt $ 32,344 13,418 Short-term debt — 15,748 Current maturities of long-term debt and short-term debt $ 32,344 $ 29,166 |
Schedule of Interest on Senior Notes | The interest amounts due on Quanta’s senior notes are set forth below (dollars in thousands). Title of the Notes Interest Amount Payment Dates Commencement Date 0.950% Senior Notes due October 2024 $ 2,375 April 1 and October 1 April 1, 2022 2.900% Senior Notes due October 2030 $ 14,500 April 1 and October 1 April 1, 2021 2.350% Senior Notes due January 2032 $ 5,875 January 15 and July 15 July 15, 2022 3.050% Senior Notes due October 2041 $ 7,625 April 1 and October 1 April 1, 2022 |
Borrowings under Credit Facility and Applicable Interest Rates | Borrowings under the senior credit facility and the applicable interest rates were as follows (dollars in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Maximum amount outstanding $ 1,684,783 $ 517,883 $ 1,684,783 $ 576,993 Average daily amount outstanding $ 1,448,976 $ 416,089 $ 1,391,130 $ 360,609 Weighted-average interest rate 3.65 % 2.13 % 2.60 % 2.05 % |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Components of Lease Costs | The components of lease costs in the accompanying condensed consolidated statements of operations are as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, Lease cost Classification 2022 2021 2022 2021 Finance lease cost: Amortization of lease assets Depreciation (1) $ 301 $ 231 $ 1,177 $ 705 Interest on lease liabilities Interest and other financing expenses 27 18 82 68 Operating lease cost Cost of services and Selling, general and administrative expenses 21,957 25,323 71,082 80,046 Short-term and variable lease cost (2) Cost of services and Selling, general and administrative expenses 250,460 176,605 693,847 494,846 Total lease cost $ 272,745 $ 202,177 $ 766,188 $ 575,665 (1) Depreciation is included within “Cost of services” and “Selling, general and administrative expenses” in the accompanying condensed consolidated statements of operations. (2) Short-term lease cost includes both leases and rentals with initial terms of one year or less. Variable lease cost is insignificant. |
Future Minimum Lease Payments - Operating Leases | Future minimum lease payments for operating and finance leases were as follows (in thousands): As of September 30, 2022 Operating Leases Finance Leases Total Remainder of 2022 $ 22,108 $ 417 $ 22,525 2023 76,118 1,408 77,526 2024 56,284 859 57,143 2025 41,028 516 41,544 2026 29,157 357 29,514 Thereafter 37,425 58 37,483 Total future minimum operating and finance lease payments 262,120 3,615 265,735 Less imputed interest (19,357) (3) (19,360) Total lease liabilities $ 242,763 $ 3,612 $ 246,375 |
Future Minimum Lease Payments - Finance Leases | Future minimum lease payments for operating and finance leases were as follows (in thousands): As of September 30, 2022 Operating Leases Finance Leases Total Remainder of 2022 $ 22,108 $ 417 $ 22,525 2023 76,118 1,408 77,526 2024 56,284 859 57,143 2025 41,028 516 41,544 2026 29,157 357 29,514 Thereafter 37,425 58 37,483 Total future minimum operating and finance lease payments 262,120 3,615 265,735 Less imputed interest (19,357) (3) (19,360) Total lease liabilities $ 242,763 $ 3,612 $ 246,375 |
Other Information Related to Leases | The weighted average remaining lease terms and discount rates were as follows: As of September 30, 2022 Weighted average remaining lease term (in years): Operating leases 4.34 Finance leases 2.95 Weighted average discount rate: Operating leases 3.5 % Finance leases 3.1 % |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Treasury Stock | Quanta repurchased the following shares of common stock in the open market under stock repurchase programs (in thousands): Quarter ended: Shares Amount September 30, 2022 158 $ 21,033 June 30, 2022 731 $ 84,884 March 31, 2022 85 $ 10,426 December 31, 2021 — $ — September 30, 2021 185 $ 16,828 June 30, 2021 314 $ 29,450 March 31, 2021 222 $ 17,710 |
Dividends | Quanta declared and paid the following cash dividends and cash dividend equivalents during 2021 and the first nine months of 2022 (in thousands, except per share amounts): Declaration Record Payment Dividend Dividends Date Date Date Per Share Declared August 31, 2022 October 3, 2022 October 14, 2022 $ 0.07 $ 10,322 May 27, 2022 July 1, 2022 July 15, 2022 $ 0.07 $ 10,283 March 30, 2022 April 11, 2022 April 18, 2022 $ 0.07 $ 10,459 December 1, 2021 January 4, 2022 January 14, 2022 $ 0.07 $ 10,363 August 27, 2021 October 1, 2021 October 15, 2021 $ 0.06 $ 8,638 May 27, 2021 July 1, 2021 July 15, 2021 $ 0.06 $ 8,650 March 25, 2021 April 6, 2021 April 15, 2021 $ 0.06 $ 8,429 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of RSUs and PSUs to be Settled in Common Stock Activity | A summary of the activity for RSUs to be settled in common stock for the nine months ended September 30, 2022 and 2021 is as follows (RSUs in thousands): 2022 2021 RSUs Weighted Average RSUs Weighted Average Unvested at January 1 3,880 $61.64 3,869 $37.57 Granted 817 $111.20 945 $82.75 Vested (1,257) $48.48 (1,442) $36.92 Forfeited (116) $78.72 (119) $47.23 Unvested at September 30 3,324 $78.39 3,253 $50.71 A summary of the activity for PSUs to be settled in common stock for the nine months ended September 30, 2022 and 2021 is as follows (PSUs in thousands): 2022 2021 PSUs Weighted Average PSUs Weighted Average Unvested at January 1 931 $47.27 1,047 $37.65 Granted 153 $119.74 174 $90.44 Vested (334) $40.15 (268) $38.28 Forfeited (17) $58.79 (11) $36.90 Unvested at September 30 733 $65.39 942 $47.27 |
Grant Date Fair Value for Awards of Performance Units Inputs | The Monte Carlo simulation valuation methodology applied the following key inputs: 2022 2021 Valuation date price based on March 2, 2022 and March 25, 2021 closing stock prices of Quanta common stock $110.24 $83.48 Expected volatility 39 % 36 % Risk-free interest rate 1.64 % 0.26 % Term in years 2.83 2.77 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Postemployment Benefits [Abstract] | |
Schedule of Changes in Fair Value of Plan Assets | Changes in the fair market value of Quanta’s COLI assets and deferred compensation liabilities largely offset and are recorded in the accompanying statements of operations is as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, Classification Change in fair market value of 2022 2021 2022 2021 Gain (loss) included in Selling, general and administrative expenses Deferred compensation liabilities $ 3,069 $ (51) $ 17,106 $ (6,040) Other income (expense), net COLI assets $ (3,402) $ (204) $ (17,706) $ 5,266 |
Detail of Certain Accounts (Tab
Detail of Certain Accounts (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Cash and Cash Equivalents | Amounts related to Quanta’s cash and cash equivalents based on geographic location of the bank accounts were as follows (in thousands): September 30, 2022 December 31, 2021 Cash and cash equivalents held in domestic bank accounts $ 175,846 $ 205,781 Cash and cash equivalents held in foreign bank accounts 39,549 23,316 Total cash and cash equivalents $ 215,395 $ 229,097 consolidated or proportionately consolidated joint ventures and the captive insurance company, which are included in Quanta’s total cash and cash equivalents balances, were as follows (in thousands): September 30, 2022 December 31, 2021 Cash and cash equivalents held by domestic joint ventures $ 18,712 $ 21,828 Cash and cash equivalents held by foreign joint ventures 5,087 3,461 Total cash and cash equivalents held by joint ventures 23,799 25,289 Cash and cash equivalents held by captive insurance company 46,539 133,302 Cash and cash equivalents not held by joint ventures or captive insurance company 145,057 70,506 Total cash and cash equivalents $ 215,395 $ 229,097 |
Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consisted of the following (in thousands): September 30, 2022 December 31, 2021 Accounts payable, trade $ 1,383,079 $ 1,251,118 Accrued compensation and related expenses 597,235 547,161 Other accrued expenses 429,286 456,392 Accounts payable and accrued expenses $ 2,409,600 $ 2,254,671 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Supplemental Cash Flow Elements [Abstract] | |
Net Effects of Changes in Operating Assets and Liabilities, Net, on Cash Flows from Operating Activities | The net effects of changes in operating assets and liabilities, net of non-cash transactions, on cash flows from operating activities are as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Accounts and notes receivable $ (152,311) $ (411,890) $ (316,253) $ (299,857) Contract assets (161,698) (96,423) (369,958) (308,849) Inventories (2,581) 5 (14,445) (6,139) Prepaid expenses and other current assets (18,030) 37,406 (73,899) (4,943) Accounts payable and accrued expenses and other non-current liabilities 229,989 230,631 287,890 289,833 Contract liabilities 77,682 (1,397) 27,278 (27,027) Other, net (1,746) (6,027) (4,971) (15,205) Net change in operating assets and liabilities, net of non-cash transactions $ (28,695) $ (247,695) $ (464,358) $ (372,187) |
Reconciliation of Cash, Cash Equivalents, and Restricted Cash and Additional Supplemental Cash Flow Information | Reconciliations of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that sum to the total of such amounts shown in the statements of cash flows are as follows (in thousands): September 30, 2022 2021 Cash and cash equivalents (1) $ 215,395 $ 1,696,210 Restricted cash included in “Prepaid expenses and other current assets” (2) 1,993 2,108 Restricted cash included in “Other assets, net” (2) 950 778 Total cash, cash equivalents, and restricted cash reported in the statements of cash flows $ 218,338 $ 1,699,096 June 30, 2022 2021 Cash and cash equivalents (1) $ 150,653 $ 212,473 Restricted cash included in “Prepaid expenses and other current assets” (2) 1,763 1,460 Restricted cash included in “Other assets, net” (2) 950 782 Total cash, cash equivalents, and restricted cash reported in the statements of cash flows $ 153,366 $ 214,715 December 31, 2021 2020 Cash and cash equivalents (1) $ 229,097 $ 184,620 Restricted cash included in “Prepaid expenses and other current assets” (2) 1,836 1,275 Restricted cash included in “Other assets, net” (2) 954 913 Total cash, cash equivalents, and restricted cash reported in the statements of cash flows $ 231,887 $ 186,808 (1) Cash and cash equivalents as of September 30, 2022 and 2021 includes $46.5 million and $132.9 million held by Quanta’s wholly-owned captive insurance company. Cash and cash equivalents as of June 30, 2022 and 2021 includes $47.9 million and $132.0 million held by Quanta’s wholly-owned captive insurance company. Cash and cash equivalents as of December 31, 2021 and 2020 includes $133.3 million and $85.0 million held by Quanta’s wholly-owned captive insurance company. Such amounts are generally not available for use in support of Quanta’s other operations. (2) Restricted cash includes any cash that is legally restricted as to withdrawal or usage. Additional supplemental cash flow information is as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Cash (paid) received during the period for — Interest paid $ (18,856) $ (3,950) $ (61,815) $ (26,883) Income taxes paid $ (16,462) $ (35,740) $ (74,825) $ (103,225) Income tax refunds $ 496 $ 2,419 $ 5,966 $ 9,211 |
Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases and rental purchase options is as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ (22,988) $ (25,331) $ (72,256) $ (79,730) Operating cash flows from finance leases $ (28) $ (18) $ (82) $ (68) Financing cash flows from finance leases $ (349) $ (168) $ (1,076) $ (688) Lease assets obtained in exchange for lease liabilities: Operating leases $ 30,056 $ 17,081 $ 54,779 $ 41,686 Finance leases $ 615 $ 112 $ 1,865 $ 398 Rental purchase option assets obtained in exchange for rental purchase option liabilities $ 2,449 $ 1,129 $ 29,602 $ 7,009 |
Business and Organization (Deta
Business and Organization (Detail) | 9 Months Ended |
Sep. 30, 2022 Segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of reportable segments | 3 |
Revenue Recognition and Relat_3
Revenue Recognition and Related Balance Sheet Accounts - Additional Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2022 USD ($) Customer | Dec. 31, 2021 USD ($) | Sep. 30, 2021 USD ($) Customer | Jun. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) Customer | Sep. 30, 2021 USD ($) Customer | Dec. 31, 2021 USD ($) | |
Disaggregation of Revenue [Line Items] | |||||||
Percent of total revenues recognized associated with revenue recognition method | 52.40% | 42.50% | 51.50% | 43.40% | |||
Remaining performance obligation | $ 6,830,000 | $ 5,900,000 | $ 6,830,000 | $ 5,900,000 | |||
Revenues recognized related to change orders and claims | 524,100 | 367,800 | 524,100 | 367,800 | |||
Change in contract estimates, favorable (unfavorable) impact on revenues | 76,200 | $ 53,200 | 119,700 | $ 151,700 | |||
Change in contract estimates, (favorable) unfavorable impact on operating results, amount | $ 70,600 | $ 41,900 | $ 108,100 | $ 127,400 | |||
Change in contract estimates, (favorable) unfavorable impact on operating results, percent | 10.20% | 7.80% | 5.80% | 9.40% | |||
Revenue recognized related to amounts in contract liabilities outstanding at the beginning of period | $ 667,200 | ||||||
Write-offs charged against the allowance net of recoveries of amounts previously written off | $ (33,030) | $ (253) | (32,777) | $ (1,006) | |||
Increase (decrease) in provision for credit losses | $ 2,343 | $ 249 | $ 2,048 | $ 24,169 | |||
Ownership percentage of customer in joint venture | 50% | 50% | |||||
Current retainage balances | $ 339,900 | 406,700 | $ 339,900 | 406,700 | |||
Non-current retainage balances | 134,100 | 93,900 | 134,100 | 93,900 | |||
Unbilled receivables | 977,200 | 679,000 | 977,200 | 679,000 | |||
Unearned revenues, current portion | 57,400 | 51,800 | $ 57,400 | $ 51,800 | |||
Limetree Bay Refining, LLC | |||||||
Disaggregation of Revenue [Line Items] | |||||||
Write-offs charged against the allowance net of recoveries of amounts previously written off | $ (31,700) | ||||||
Increase (decrease) in provision for credit losses | $ 8,100 | $ 23,600 | |||||
Customer Concentration Risk | |||||||
Disaggregation of Revenue [Line Items] | |||||||
Number of customers representing ten percent or more of net receivable position | Customer | 0 | 0 | 0 | 0 | |||
Customer Concentration Risk | One Customer | Accounts Receivable | |||||||
Disaggregation of Revenue [Line Items] | |||||||
Concentration risk percentage | 11% | 11% | |||||
Customer Concentration Risk | Customer With Joint Venture Interest | Accounts Receivable | |||||||
Disaggregation of Revenue [Line Items] | |||||||
Concentration risk percentage | 11% | ||||||
Large Renewable Energy Transmission Project | |||||||
Disaggregation of Revenue [Line Items] | |||||||
Change in contract estimates, (favorable) unfavorable impact on operating results, amount | $ 21,800 | ||||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |||||||
Disaggregation of Revenue [Line Items] | |||||||
Percent of remaining performance obligation expected to be recognized | 81.80% | 81.80% | |||||
Recognition period for remaining performance obligation | 12 months | 12 months | |||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-01 | |||||||
Disaggregation of Revenue [Line Items] | |||||||
Percent of remaining performance obligation expected to be recognized | 79.20% | 79.20% | |||||
Recognition period for remaining performance obligation | 12 months | 12 months |
Revenue Recognition and Relat_4
Revenue Recognition and Related Balance Sheet Accounts - Revenue Disaggregated by Geographic Location and Contract Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 4,459,757 | $ 3,353,278 | $ 12,657,285 | $ 9,056,675 |
Percent of total revenues | 100% | 100% | 100% | 100% |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 3,760,019 | $ 2,892,446 | $ 10,751,325 | $ 7,669,360 |
Percent of total revenues | 84.30% | 86.20% | 84.90% | 84.70% |
Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 512,803 | $ 382,072 | $ 1,503,174 | $ 1,123,077 |
Percent of total revenues | 11.50% | 11.40% | 11.90% | 12.40% |
Australia | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 130,851 | $ 52,804 | $ 275,421 | $ 170,719 |
Percent of total revenues | 2.90% | 1.60% | 2.20% | 1.90% |
Others | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 56,084 | $ 25,956 | $ 127,365 | $ 93,519 |
Percent of total revenues | 1.30% | 0.80% | 1% | 1% |
Unit-price contracts | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 1,597,640 | $ 1,399,358 | $ 4,407,147 | $ 3,593,644 |
Percent of total revenues | 35.80% | 41.80% | 34.80% | 39.70% |
Cost-plus contracts | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 986,262 | $ 825,622 | $ 2,879,492 | $ 2,247,879 |
Percent of total revenues | 22.10% | 24.60% | 22.80% | 24.80% |
Fixed price contracts | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 1,875,855 | $ 1,128,298 | $ 5,370,646 | $ 3,215,152 |
Percent of total revenues | 42.10% | 33.60% | 42.40% | 35.50% |
Revenue Recognition and Relat_5
Revenue Recognition and Related Balance Sheet Accounts - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Revenue from Contract with Customer [Abstract] | ||
Contract assets | $ 1,127,181 | $ 803,453 |
Contract liabilities | $ 830,351 | $ 802,872 |
Revenue Recognition and Relat_6
Revenue Recognition and Related Balance Sheet Accounts - Composition of the Allowance for Credit Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||||
Balance at beginning of period | $ 49,707 | $ 39,709 | $ 39,713 | $ 49,749 | $ 16,546 |
Increase (decrease) in provision for credit losses | 2,343 | 249 | 2,048 | 24,169 | |
Write-offs charged against the allowance net of recoveries of amounts previously written off | (33,030) | (253) | (32,777) | (1,006) | |
Balance at end of period | $ 19,020 | $ 49,749 | $ 39,709 | $ 19,020 | $ 39,709 |
Segment Information - Narrative
Segment Information - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) Segment | Sep. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
Segment Reporting Information [Line Items] | |||||
Number of reportable segments | Segment | 3 | ||||
Revenues | $ 4,459,757 | $ 3,353,278 | $ 12,657,285 | $ 9,056,675 | |
Foreign Countries | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 699,700 | 460,800 | 1,910,000 | 1,390,000 | |
Property and equipment | 298,200 | 298,200 | $ 338,100 | ||
Canada | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | $ 512,803 | $ 382,072 | $ 1,503,174 | $ 1,123,077 | |
Percentage of foreign revenues | 73% | 83% | 79% | 81% |
Segment Information - Summarize
Segment Information - Summarized Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 4,459,757 | $ 3,353,278 | $ 12,657,285 | $ 9,056,675 |
Operating income (loss) | $ 286,791 | $ 248,077 | $ 612,663 | $ 523,457 |
Operating income (loss) margin, percentage | 6.40% | 7.40% | 4.80% | 5.80% |
Non-cash stock compensation expense | $ 26,648 | $ 21,642 | $ 77,730 | $ 64,252 |
Depreciation | $ 73,507 | $ 61,616 | $ 218,420 | $ 186,480 |
Revenue from Contract with Customer, Segment Benchmark | Segment Concentration Risk | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 100% | 100% | 100% | 100% |
Corporate and Non-Allocated Costs | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | $ (158,902) | $ (108,373) | $ (558,346) | $ (301,677) |
Operating income (loss) margin, percentage | (3.60%) | (3.20%) | (4.40%) | (3.30%) |
Amortization | $ 67,100 | $ 22,800 | $ 290,800 | $ 65,400 |
Non-cash stock compensation expense | 26,600 | 21,600 | 77,700 | 64,300 |
Depreciation | 6,086 | 3,461 | 17,423 | 12,371 |
Electric Power Infrastructure Solutions | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 2,282,332 | 1,996,789 | 6,620,459 | 5,488,597 |
Operating income (loss) | $ 255,457 | $ 252,415 | $ 691,026 | $ 613,121 |
Operating income (loss) margin, percentage | 11.20% | 12.60% | 10.40% | 11.20% |
Depreciation | $ 35,896 | $ 34,859 | $ 109,456 | $ 104,053 |
Electric Power Infrastructure Solutions | Operating Segments | Revenue from Contract with Customer, Segment Benchmark | Segment Concentration Risk | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 51.20% | 59.50% | 52.30% | 60.60% |
Renewable Energy Infrastructure Solutions | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 978,779 | $ 331,679 | $ 2,778,647 | $ 1,047,766 |
Operating income (loss) | $ 88,885 | $ 35,868 | $ 240,514 | $ 111,096 |
Operating income (loss) margin, percentage | 9.10% | 10.80% | 8.70% | 10.60% |
Depreciation | $ 11,214 | $ 2,338 | $ 29,625 | $ 6,873 |
Renewable Energy Infrastructure Solutions | Operating Segments | Revenue from Contract with Customer, Segment Benchmark | Segment Concentration Risk | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 21.90% | 9.90% | 22% | 11.60% |
Underground Utility and Infrastructure Solutions | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 1,198,646 | $ 1,024,810 | $ 3,258,179 | $ 2,520,312 |
Operating income (loss) | $ 101,351 | $ 68,167 | $ 239,469 | $ 100,917 |
Operating income (loss) margin, percentage | 8.50% | 6.70% | 7.30% | 4% |
Depreciation | $ 20,311 | $ 20,958 | $ 61,916 | $ 63,183 |
Underground Utility and Infrastructure Solutions | Operating Segments | Revenue from Contract with Customer, Segment Benchmark | Segment Concentration Risk | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 26.90% | 30.60% | 25.70% | 27.80% |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Oct. 13, 2021 USD ($) shares | Jul. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) Businesses shares | |
Business Acquisition [Line Items] | ||||||||
Total contingent consideration liabilities | $ 148,150 | $ 148,150 | $ 148,150 | $ 143,073 | ||||
Net tangible assets acquired | 230,700 | |||||||
Intangible assets | 1,520,000 | |||||||
Goodwill | 1,460,000 | |||||||
Purchase price allocation adjustments | 64,900 | |||||||
Goodwill expected to be deductible for income tax | 1,490,000 | |||||||
Construction Contracting Services Business Acquisition | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash consideration | $ 22,000 | |||||||
Contingent consideration payments (up to) | $ 15,000 | |||||||
Post-acquisition period, financial performance objectives | 5 years | |||||||
Total contingent consideration liabilities | 2,600 | 2,600 | 2,600 | |||||
Value of Quanta common stock issued | 0 | |||||||
Cash consideration | 21,990 | |||||||
Intangible assets | 13,109 | |||||||
Goodwill | 12,225 | |||||||
Goodwill expected to be deductible for income tax | 12,200 | 12,200 | 12,200 | |||||
Revenues included in consolidated results of operations | 5,100 | 5,100 | ||||||
Income (loss) before taxes | 200 | 200 | ||||||
Acquisition costs | 600 | 600 | ||||||
Blattner Holding Company | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash consideration | $ 2,430,000 | |||||||
Contingent consideration payments (up to) | $ 300,000 | |||||||
Post-acquisition period, financial performance objectives | 3 years | |||||||
Total contingent consideration liabilities | $ 125,600 | 134,500 | 134,500 | 134,500 | 125,632 | |||
Number of shares granted for acquired companies (in shares) | shares | 3,326,955 | |||||||
Value of Quanta common stock issued | $ 345,400 | 345,422 | ||||||
Post-acquisition period, deferred earnings, accrued interest | 5% | |||||||
Cash consideration | 2,434,877 | |||||||
Intangible assets | 1,425,000 | |||||||
Goodwill | $ 1,364,155 | |||||||
Businesses That Provide Electric Power Construction Services In The United States | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of businesses acquired | Businesses | 3 | |||||||
Acquisitions In 2021 Excluding Blattner | ||||||||
Business Acquisition [Line Items] | ||||||||
Total contingent consideration liabilities | $ 0 | |||||||
Number of shares granted for acquired companies (in shares) | shares | 187,093 | |||||||
Value of Quanta common stock issued | $ 16,922 | |||||||
Cash consideration | 328,375 | |||||||
Intangible assets | 104,143 | |||||||
Goodwill | $ 113,948 | |||||||
All Acquisitions | ||||||||
Business Acquisition [Line Items] | ||||||||
Contingent consideration payments (up to) | $ 327,000 | $ 327,000 | $ 327,000 | |||||
Acquisitions 2021 | ||||||||
Business Acquisition [Line Items] | ||||||||
Revenues included in consolidated results of operations | $ 55,200 | $ 63,000 | ||||||
Income (loss) before taxes | 1,000 | 1,000 | ||||||
Acquisition costs | $ 10,600 | $ 11,400 |
Acquisitions - Aggregate Consid
Acquisitions - Aggregate Consideration Paid or Payable and Allocation of Net Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Oct. 13, 2021 | Sep. 30, 2022 | Sep. 30, 2022 | Dec. 31, 2021 | |
Business Acquisition [Line Items] | ||||
Contingent consideration | $ 148,150 | $ 148,150 | $ 143,073 | |
Goodwill | 1,460,000 | |||
Construction Contracting Services Business Acquisition | ||||
Business Acquisition [Line Items] | ||||
Cash paid or payable | 21,990 | |||
Value of Quanta common stock issued | 0 | |||
Contingent consideration | 2,600 | 2,600 | ||
Fair value of total consideration transferred or estimated to be transferred | 24,590 | |||
Cash and cash equivalents | 101 | 101 | ||
Accounts receivable | 1,755 | 1,755 | ||
Contract assets | 0 | 0 | ||
Other current assets | 72 | 72 | ||
Property and equipment | 2,266 | 2,266 | ||
Other assets | 0 | 0 | ||
Identifiable intangible assets | 13,109 | 13,109 | ||
Current maturities of long-term debt and short-term debt | 0 | 0 | ||
Accounts payable and accrued liabilities | (1,408) | (1,408) | ||
Contract liabilities | (3,530) | (3,530) | ||
Deferred tax liabilities, net | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Total identifiable net assets | 12,365 | 12,365 | ||
Goodwill | 12,225 | |||
Fair value of net assets acquired | 24,590 | 24,590 | ||
Blattner Holding Company | ||||
Business Acquisition [Line Items] | ||||
Cash paid or payable | 2,434,877 | |||
Value of Quanta common stock issued | $ 345,400 | 345,422 | ||
Contingent consideration | $ 125,600 | $ 134,500 | $ 134,500 | 125,632 |
Fair value of total consideration transferred or estimated to be transferred | 2,905,931 | |||
Cash and cash equivalents | 171,950 | |||
Accounts receivable | 411,835 | |||
Contract assets | 13,622 | |||
Other current assets | 57,803 | |||
Property and equipment | 179,530 | |||
Other assets | 191 | |||
Identifiable intangible assets | 1,425,000 | |||
Current maturities of long-term debt and short-term debt | 2,304 | |||
Accounts payable and accrued liabilities | (481,047) | |||
Contract liabilities | (227,040) | |||
Deferred tax liabilities, net | 0 | |||
Other long-term liabilities | (7,764) | |||
Total identifiable net assets | 1,541,776 | |||
Goodwill | 1,364,155 | |||
Fair value of net assets acquired | 2,905,931 | |||
Acquisitions In 2021 Excluding Blattner | ||||
Business Acquisition [Line Items] | ||||
Cash paid or payable | 328,375 | |||
Value of Quanta common stock issued | 16,922 | |||
Contingent consideration | 0 | |||
Fair value of total consideration transferred or estimated to be transferred | 345,297 | |||
Cash and cash equivalents | 9,911 | |||
Accounts receivable | 63,033 | |||
Contract assets | 8,322 | |||
Other current assets | 6,262 | |||
Property and equipment | 71,736 | |||
Other assets | 230 | |||
Identifiable intangible assets | 104,143 | |||
Current maturities of long-term debt and short-term debt | 0 | |||
Accounts payable and accrued liabilities | (29,481) | |||
Contract liabilities | (384) | |||
Deferred tax liabilities, net | (2,424) | |||
Other long-term liabilities | 0 | |||
Total identifiable net assets | 231,348 | |||
Goodwill | 113,948 | |||
Fair value of net assets acquired | $ 345,296 |
Acquisitions - Estimated Fair V
Acquisitions - Estimated Fair Values of Identifiable Intangible Assets and Related Weighted Average Amortization (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 1,520,000 | ||
Construction Contracting Services Business Acquisition | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 13,109 | ||
Weighted average amortization period at acquisition date | 6 years 4 months 24 days | ||
Construction Contracting Services Business Acquisition | Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 11,565 | ||
Weighted average amortization period at acquisition date | 6 years | ||
Construction Contracting Services Business Acquisition | Backlog | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 557 | ||
Weighted average amortization period at acquisition date | 6 months | ||
Construction Contracting Services Business Acquisition | Trade names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 850 | ||
Weighted average amortization period at acquisition date | 15 years | ||
Construction Contracting Services Business Acquisition | Non-compete agreements | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 137 | ||
Weighted average amortization period at acquisition date | 5 years | ||
Construction Contracting Services Business Acquisition | Patented rights, developed technology, and process certifications | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 0 | ||
Blattner Holding Company | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 1,425,000 | ||
Weighted average amortization period at acquisition date | 7 years 9 months 18 days | ||
Blattner Holding Company | Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 1,045,000 | ||
Weighted average amortization period at acquisition date | 7 years | ||
Blattner Holding Company | Backlog | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 130,000 | ||
Weighted average amortization period at acquisition date | 8 months 12 days | ||
Blattner Holding Company | Trade names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 250,000 | ||
Weighted average amortization period at acquisition date | 15 years | ||
Blattner Holding Company | Non-compete agreements | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 0 | ||
Blattner Holding Company | Patented rights, developed technology, and process certifications | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | 0 | ||
Acquisitions In 2021 Excluding Blattner | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 104,143 | ||
Weighted average amortization period at acquisition date | 6 years 4 months 24 days | ||
Acquisitions In 2021 Excluding Blattner | Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 77,563 | ||
Weighted average amortization period at acquisition date | 6 years 8 months 12 days | ||
Acquisitions In 2021 Excluding Blattner | Backlog | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 6,431 | ||
Weighted average amortization period at acquisition date | 1 year 2 months 12 days | ||
Acquisitions In 2021 Excluding Blattner | Trade names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 5,298 | ||
Weighted average amortization period at acquisition date | 14 years 10 months 24 days | ||
Acquisitions In 2021 Excluding Blattner | Non-compete agreements | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 5,823 | ||
Weighted average amortization period at acquisition date | 5 years | ||
Acquisitions In 2021 Excluding Blattner | Patented rights, developed technology, and process certifications | |||
Finite-Lived Intangible Assets [Line Items] | |||
Estimated fair value at acquisition date | $ 9,028 | ||
Weighted average amortization period at acquisition date | 3 years 6 months |
Acquisitions - Significant Esti
Acquisitions - Significant Estimates Used by Management in Determining Fair Values of Customer Relationships Acquired (Details) - Customer relationships | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Goodwill And Intangible Assets [Line Items] | ||
Discount rates | 22% | |
Customer attrition rates | 20% | |
Minimum | ||
Goodwill And Intangible Assets [Line Items] | ||
Discount rates | 18% | |
Customer attrition rates | 8% | |
Maximum | ||
Goodwill And Intangible Assets [Line Items] | ||
Discount rates | 26% | |
Customer attrition rates | 30% | |
Weighted Average | ||
Goodwill And Intangible Assets [Line Items] | ||
Discount rates | 18% | |
Customer attrition rates | 10% |
Acquisitions - Aggregate Fair V
Acquisitions - Aggregate Fair Values of Outstanding Contingent Consideration Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Business Acquisition, Contingent Consideration [Line Items] | ||
Total contingent consideration liabilities | $ 148,150 | $ 143,073 |
Accounts payable and accrued expenses | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Accounts payable and accrued expenses | 4,975 | 2,591 |
Insurance and other non-current liabilities | ||
Business Acquisition, Contingent Consideration [Line Items] | ||
Insurance and other non-current liabilities | $ 143,175 | $ 140,482 |
Acquisitions - Unaudited Supple
Acquisitions - Unaudited Supplemental Pro Forma Results of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | ||||
Revenues | $ 4,459,757 | $ 4,201,655 | $ 12,666,933 | $ 11,394,008 |
Gross profit | 688,830 | 698,695 | 1,862,122 | 1,808,795 |
Selling, general and administrative expenses | (347,449) | (313,125) | (997,801) | (967,517) |
Amortization of intangible assets | (67,147) | (67,886) | (291,849) | (203,956) |
Net income | 156,316 | 226,566 | 335,329 | 459,055 |
Net income attributable to common stock | $ 155,956 | $ 225,533 | $ 326,442 | $ 454,526 |
Earnings per share attributable to common stock: | ||||
Basic (in dollars per share) | $ 1.09 | $ 1.57 | $ 2.27 | $ 3.16 |
Diluted (in dollars per share) | $ 1.06 | $ 1.53 | $ 2.20 | $ 3.07 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets - Narrative (Details) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2022 USD ($) | Sep. 30, 2022 USD ($) unit Segment | Dec. 31, 2021 USD ($) | |
Goodwill [Line Items] | |||
Number of reportable segments | Segment | 3 | ||
Goodwill impairment loss | $ 0 | $ 0 | |
Impairment of other intangible assets | 0 | $ 0 | |
Goodwill sensitivity analysis | 10% | ||
Goodwill | 3,578,575,000 | $ 3,578,575,000 | $ 3,528,886,000 |
Other intangible assets | 1,519,371,000 | $ 1,519,371,000 | $ 1,801,180,000 |
Underground Utility and Infrastructure Solutions Segment | Two Canadian Pipeline Operating Businesses | |||
Goodwill [Line Items] | |||
Number of reporting units at risk after cushion test | unit | 2 | ||
Underground Utility and Infrastructure Solutions | Two Canadian Pipeline Operating Businesses And United States Material Handling Services | |||
Goodwill [Line Items] | |||
Goodwill | 70,000,000 | $ 70,000,000 | |
Other intangible assets | $ 8,900,000 | $ 8,900,000 |
Investments in Affiliates and_2
Investments in Affiliates and Other Entities (Details) mile in Thousands, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Mar. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Mar. 31, 2021 USD ($) | Sep. 30, 2022 USD ($) | Dec. 31, 2020 mile | Dec. 01, 2022 USD ($) | Dec. 31, 2021 USD ($) | Oct. 31, 2021 | |
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Equity method investments | $ 135.4 | $ 135.4 | $ 101.2 | ||||||
Length of electric transmission and distribution system | mile | 18 | ||||||||
Investment balance | 27.8 | 27.8 | 130.2 | ||||||
Investment in real estate | 26.3 | $ 23.5 | 26.3 | ||||||
LUMA Energy, LLC | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Term of operation and maintenance agreement | 15 years | ||||||||
LUMA Energy, LLC | Forecast | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Fee due in the event of expiration of service agreement | $ 115 | ||||||||
Integral Affiliates | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Equity method investments | 82.2 | 82.2 | 67.8 | ||||||
Due from related parties | 83 | 83 | 49 | ||||||
Due to related parties | 23.2 | 23.2 | 56.3 | ||||||
Revenue from related parties | 38.2 | 89.7 | |||||||
Related party cost of sales | 38.8 | 111.1 | |||||||
LUMA Energy, LLC | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Equity method investments | $ 40.3 | $ 40.3 | 30.6 | ||||||
Equity interest | 50% | 50% | |||||||
Integral Affiliate Offering Right-of-way Solutions | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Equity method investments | $ 27 | $ 27 | 28.5 | ||||||
Equity interest | 44% | ||||||||
Non-Integral Unconsolidated Affiliates | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Equity method investments | 53.2 | 53.2 | $ 33.4 | ||||||
Broadband Technology Provider | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Preferred non-controlling interest | $ 90 | ||||||||
Starry Group Holdings, Inc. | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Equity security fair value | 15 | 15 | |||||||
Payments to acquire equity securities | $ 1.5 | ||||||||
Decrease in fair value | $ (26.5) | $ (76.5) | |||||||
Technology Incubation Company | |||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||
Cost method investments, gain on sale | $ 6.7 | ||||||||
Cost method investments, gain on sale, after tax | $ 5 |
Per Share Information - Basic a
Per Share Information - Basic and Diluted Earnings Per Share Attributable to Common Stock (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Amounts attributable to common stock: | ||||
Net income attributable to common stock, basic | $ 155,956 | $ 174,365 | $ 328,617 | $ 381,159 |
Net income attributable to common stock, diluted | $ 155,956 | $ 174,365 | $ 328,617 | $ 381,159 |
Weighted average shares: | ||||
Weighted average shares outstanding for basic earnings per share attributable to common stock (in shares) | 143,353,000 | 140,008,000 | 143,581,000 | 140,134,000 |
Effect of dilutive unvested non-participating stock-based awards (in shares) | 4,325,000 | 4,296,000 | 4,515,000 | 4,314,000 |
Weighted average shares outstanding for diluted earnings per share attributable to common stock (in shares) | 147,678,000 | 144,304,000 | 148,096,000 | 144,448,000 |
Per Share Information - Narrati
Per Share Information - Narrative (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Earnings Per Share [Abstract] | ||||
Weighted average shares outstanding attributable to participating securities (in shares) | 100,000 | 500,000 | 200,000 | 700,000 |
Debt Obligations - Long-term De
Debt Obligations - Long-term Debt Obligations (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Aug. 23, 2022 | Dec. 31, 2021 | Sep. 23, 2021 | Sep. 22, 2020 |
Debt Instrument [Line Items] | |||||
Borrowings under senior credit facility | $ 952,360 | $ 1,199,841 | |||
Other long-term debt | 89,504 | 64,800 | |||
Finance leases | 3,612 | 2,546 | |||
Unamortized discount and financing costs | (27,060) | (29,295) | |||
Total long-term debt obligations | 3,918,866 | 3,737,892 | |||
Less — Current maturities of long-term debt | 32,344 | 13,418 | |||
Long-term debt, net of current maturities | 3,886,522 | 3,724,474 | |||
Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | 2,480,000 | ||||
Unamortized discount and financing costs | (24,600) | ||||
Senior Notes Due October 2024 | Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 0.95% | ||||
Long-term debt | 500,000 | 500,000 | |||
Senior Notes Due October 2030 | Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 2.90% | ||||
Long-term debt | 1,000,000 | 1,000,000 | |||
Senior Notes Due January 2032 | Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 2.35% | ||||
Long-term debt | 500,000 | 500,000 | |||
Senior Notes Due October 2041 | Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 3.05% | ||||
Long-term debt | 500,000 | 500,000 | |||
Commercial Paper Program | Commercial Paper | |||||
Debt Instrument [Line Items] | |||||
Borrowings under senior credit facility | $ 400,450 | $ 0 | |||
Borrowing capacity | $ 1,000,000 |
Debt Obligations - Current Matu
Debt Obligations - Current Maturities of Long-Term Debt and Short-Term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Debt Disclosure [Abstract] | ||
Current maturities of long-term debt | $ 32,344 | $ 13,418 |
Short-term debt | 0 | 15,748 |
Current maturities of long-term debt and short-term debt | $ 32,344 | $ 29,166 |
Debt Obligations - Senior Notes
Debt Obligations - Senior Notes (Details) - Senior Notes - USD ($) $ in Thousands | Sep. 23, 2021 | Sep. 22, 2020 |
Senior Notes Due October 2024 | ||
Debt Instrument [Line Items] | ||
Interest rate | 0.95% | |
Semi-annual interest payable | $ 2,375 | |
Senior Notes Due January 2032 | ||
Debt Instrument [Line Items] | ||
Interest rate | 2.35% | |
Semi-annual interest payable | $ 5,875 | |
Senior Notes Due October 2041 | ||
Debt Instrument [Line Items] | ||
Interest rate | 3.05% | |
Semi-annual interest payable | $ 7,625 | |
Senior Notes Due October 2030 | ||
Debt Instrument [Line Items] | ||
Interest rate | 2.90% | |
Semi-annual interest payable | $ 14,500 |
Debt Obligations - Senior Credi
Debt Obligations - Senior Credit Facility (Details) $ in Thousands | 9 Months Ended | ||
Oct. 08, 2021 USD ($) | Sep. 30, 2022 USD ($) unit | Dec. 31, 2021 USD ($) | |
Line of Credit Facility [Line Items] | |||
Amount borrowed under the credit facility | $ 952,360 | $ 1,199,841 | |
Deferred financing costs | 8,900 | $ 10,100 | |
Senior Credit Facility | |||
Line of Credit Facility [Line Items] | |||
Credit facility available for revolving loans or issuing new letters of credit | 1,630,000 | ||
Senior Credit Facility | U.S. Dollar | |||
Line of Credit Facility [Line Items] | |||
Amount borrowed under the credit facility | 120,000 | ||
Senior Credit Facility | Canadian Dollars | |||
Line of Credit Facility [Line Items] | |||
Amount borrowed under the credit facility | 65,100 | ||
Senior Credit Facility | Australian Dollars | |||
Line of Credit Facility [Line Items] | |||
Amount borrowed under the credit facility | $ 17,300 | ||
Senior Credit Facility | Line of Credit | |||
Line of Credit Facility [Line Items] | |||
Maximum consolidated leverage ratio | 3.5 | ||
Maximum consolidated leverage ratio, acquisition threshold | $ 200,000 | ||
Maximum consolidated leverage ratio permissible under credit agreement | 4 | ||
Subsequent fiscal periods applying alternate ration due to acquisition threshold being met | unit | 4 | ||
Minimum consolidated interest coverage ratio | 3 | ||
Amount borrowed under the credit facility | $ 202,400 | ||
Senior Credit Facility | Revolving Credit Facility | Line of Credit | |||
Line of Credit Facility [Line Items] | |||
Borrowing capacity | $ 2,640,000 | ||
Senior Credit Facility | Letters of Credit | |||
Line of Credit Facility [Line Items] | |||
Letters of credit and bank guarantees | 410,300 | ||
Senior Credit Facility | Letters of Credit, Denominated in USD | U.S. Dollar | |||
Line of Credit Facility [Line Items] | |||
Letters of credit and bank guarantees | 318,300 | ||
Senior Credit Facility | Letters of Credit, Denominated in Foreign Currency | |||
Line of Credit Facility [Line Items] | |||
Letters of credit and bank guarantees | 92,000 | ||
Senior Credit Facility | Term Loan | Payments Due First Business Day Of Quarter In 2023 And 2024 | |||
Line of Credit Facility [Line Items] | |||
Quarterly principal payments | 4,700 | ||
Senior Credit Facility | Term Loan | Payments Due First Business Day Of Quarter In 2025 | |||
Line of Credit Facility [Line Items] | |||
Quarterly principal payments | 9,400 | ||
Senior Credit Facility | Term Loan | Payments Due First Business Day Of Quarter In 2026 | |||
Line of Credit Facility [Line Items] | |||
Quarterly principal payments | 18,800 | ||
Senior Credit Facility | Term Loan | Line of Credit | |||
Line of Credit Facility [Line Items] | |||
Borrowing capacity | $ 750,000 | ||
Amount borrowed under the credit facility | $ 750,000 |
Debt Obligations - Borrowings u
Debt Obligations - Borrowings under Credit Facility and Applicable Interest Rates (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Debt Disclosure [Abstract] | ||||
Maximum amount outstanding | $ 1,684,783 | $ 517,883 | $ 1,684,783 | $ 576,993 |
Average daily amount outstanding | $ 1,448,976 | $ 416,089 | $ 1,391,130 | $ 360,609 |
Weighted-average interest rate | 3.65% | 2.13% | 2.60% | 2.05% |
Debt Obligations - Commercial P
Debt Obligations - Commercial Paper Program (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Aug. 23, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | ||||||
Amount borrowed under the credit facility | $ 952,360 | $ 952,360 | $ 1,199,841 | |||
Maximum amount outstanding | 1,684,783 | $ 517,883 | 1,684,783 | $ 576,993 | ||
Average daily amount outstanding | $ 1,448,976 | $ 416,089 | $ 1,391,130 | $ 360,609 | ||
Weighted-average interest rate | 3.65% | 2.13% | 2.60% | 2.05% | ||
Commercial Paper | Commercial Paper Program | ||||||
Debt Instrument [Line Items] | ||||||
Borrowing capacity | $ 1,000,000 | |||||
Renewal term | 397 days | |||||
Amount borrowed under the credit facility | $ 400,450 | $ 400,450 | $ 0 | |||
Interest rate | 3.83% | 3.83% | ||||
Maximum amount outstanding | $ 426,300 | |||||
Average daily amount outstanding | $ 211,400 | |||||
Weighted-average interest rate | 3.46% | |||||
Weighted average maturity | 9 days |
Leases - Components of Lease Co
Leases - Components of Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Finance lease cost: | ||||
Amortization of lease assets | $ 301 | $ 231 | $ 1,177 | $ 705 |
Interest on lease liabilities | 27 | 18 | 82 | 68 |
Operating lease cost | 21,957 | 25,323 | 71,082 | 80,046 |
Short-term and variable lease cost | 250,460 | 176,605 | 693,847 | 494,846 |
Total lease cost | $ 272,745 | $ 202,177 | $ 766,188 | $ 575,665 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Lessee, Lease, Description [Line Items] | |||||||
Future minimum lease payments for short-term leases | $ 16,900 | $ 16,900 | |||||
Maximum guaranteed residual value | 969,900 | 969,900 | |||||
Lease not yet commenced, estimated purchase option | $ 53,700 | ||||||
Rental purchase option asset | 79,600 | 79,600 | $ 53,900 | ||||
Asset impairment charges | $ 0 | $ 2,800 | $ 0 | $ 2,800 | $ 2,319 | ||
Related Parties | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Operating lease term (up to) | 10 years | 10 years | |||||
Lease expense | $ 4,600 | $ 2,400 | $ 12,000 | $ 10,400 |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Operating Leases | ||
Remainder of 2022 | $ 22,108 | |
2023 | 76,118 | |
2024 | 56,284 | |
2025 | 41,028 | |
2026 | 29,157 | |
Thereafter | 37,425 | |
Total future minimum operating and finance lease payments | 262,120 | |
Less imputed interest | (19,357) | |
Total lease liabilities | 242,763 | |
Finance Leases | ||
Remainder of 2022 | 417 | |
2023 | 1,408 | |
2024 | 859 | |
2025 | 516 | |
2026 | 357 | |
Thereafter | 58 | |
Total future minimum operating and finance lease payments | 3,615 | |
Less imputed interest | (3) | |
Total lease liabilities | 3,612 | $ 2,546 |
Total | ||
Remainder of 2022 | 22,525 | |
2023 | 77,526 | |
2024 | 57,143 | |
2025 | 41,544 | |
2026 | 29,514 | |
Thereafter | 37,483 | |
Total future minimum operating and finance lease payments | 265,735 | |
Less imputed interest | (19,360) | |
Total lease liabilities | $ 246,375 |
Leases - Other Information Rela
Leases - Other Information Related to Leases (Details) | Sep. 30, 2022 |
Weighted average remaining lease term (in years): | |
Operating leases | 4 years 4 months 2 days |
Finance leases | 2 years 11 months 12 days |
Weighted average discount rate: | |
Operating leases | 3.50% |
Finance leases | 3.10% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | 31.80% | 26% | 26.30% | 23.20% |
Non-cash stock-based expense (benefit) | $ (22.7) | $ (19.7) | ||
Total amount of unrecognized tax benefits relating to uncertain tax positions | $ 42.3 | 42.3 | ||
Increase in the total amount of unrecognized tax benefits relating to uncertain tax positions | 4.6 | |||
Increase in reserves for uncertain tax positions expected to be taken in current year | 6.9 | |||
Reduction related to settlement of audits | 2.6 | |||
Reasonably possible reduction to the balance of unrecognized tax benefits in succeeding 12 months | $ 5.5 | $ 5.5 |
Equity - Repurchases of Common
Equity - Repurchases of Common Stock Under Stock Repurchase Programs (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | ||||||
Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | |
Equity [Abstract] | |||||||
Shares (in shares) | 158 | 731 | 85 | 0 | 185 | 314 | 222 |
Amount | $ 21,033 | $ 84,884 | $ 10,426 | $ 0 | $ 16,828 | $ 29,450 | $ 17,710 |
Equity - Narrative (Details)
Equity - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Equity [Abstract] | ||||
Repurchase of common stock | $ (20,751) | $ (17,764) | $ (115,115) | $ (66,687) |
Equity - Dividends (Details)
Equity - Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||||||||||
Aug. 31, 2022 | May 27, 2022 | Mar. 30, 2022 | Dec. 01, 2021 | Aug. 27, 2021 | May 27, 2021 | Mar. 25, 2021 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | |
Equity [Abstract] | |||||||||||||
Cash dividends declared (in dollars per share) | $ 0.07 | $ 0.07 | $ 0.07 | $ 0.07 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.07 | $ 0.07 | $ 0.07 | $ 0.06 | $ 0.06 | $ 0.06 |
Cash dividends declared | $ 10,322 | $ 10,283 | $ 10,459 | $ 10,363 | $ 8,638 | $ 8,650 | $ 8,429 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) $ in Thousands, shares in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 USD ($) incentivePlan | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) incentivePlan shares | Sep. 30, 2021 USD ($) shares | Dec. 31, 2021 incentivePlan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of equity incentive plans | incentivePlan | 2 | 2 | 2 | ||
Non-cash stock compensation expense | $ 26,648 | $ 21,642 | $ 77,730 | $ 64,252 | |
Restricted Stock Units to be Settled in Common Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair value of restricted stock, vested | 143,700 | 121,700 | |||
Non-cash stock compensation expense | 62,100 | 48,800 | |||
Unrecognized compensation cost, related to unvested RSUs to be settled in common stock, total | 159,500 | $ 159,500 | |||
Expected weighted average period to recognize compensation cost on RSUs to be settled in common stock | 3 years 10 months 20 days | ||||
Performance Stock Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair value of restricted stock, vested | $ 72,400 | 45,200 | |||
Non-cash stock compensation expense | 15,600 | $ 15,400 | |||
Unrecognized compensation cost, related to unvested RSUs to be settled in common stock, total | $ 24,800 | $ 24,800 | |||
Expected weighted average period to recognize compensation cost on RSUs to be settled in common stock | 1 year 9 months 25 days | ||||
Number of common shares issued in connection with performance units (in shares) | shares | 0.7 | 0.5 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of PSUs and RSUs to be Settled in Common Stock Activity (Details) - $ / shares shares in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Restricted Stock and RSUs to be Settled in Common Stock | ||
Shares | ||
Unvested, shares, beginning of period (in shares) | 3,880 | 3,869 |
Shares granted (in shares) | 817 | 945 |
Vested, shares (in shares) | (1,257) | (1,442) |
Forfeited, shares (in shares) | (116) | (119) |
Unvested, shares, end of period (in shares) | 3,324 | 3,253 |
Weighted Average Grant Date Fair Value | ||
Unvested, weighted average grant date fair value, beginning of period (in usd per share) | $ 61.64 | $ 37.57 |
Weighted average grant date fair value (in dollars per share) | 111.20 | 82.75 |
Vested, weighted average grant date fair value (in usd per share) | 48.48 | 36.92 |
Forfeited, weighted average grant date fair value (in usd per share) | 78.72 | 47.23 |
Unvested, weighted average grant date fair value, end of period (in usd per share) | $ 78.39 | $ 50.71 |
Performance Stock Units | ||
Shares | ||
Unvested, shares, beginning of period (in shares) | 931 | 1,047 |
Shares granted (in shares) | 153 | 174 |
Vested, shares (in shares) | (334) | (268) |
Forfeited, shares (in shares) | (17) | (11) |
Unvested, shares, end of period (in shares) | 733 | 942 |
Weighted Average Grant Date Fair Value | ||
Unvested, weighted average grant date fair value, beginning of period (in usd per share) | $ 47.27 | $ 37.65 |
Weighted average grant date fair value (in dollars per share) | 119.74 | 90.44 |
Vested, weighted average grant date fair value (in usd per share) | 40.15 | 38.28 |
Forfeited, weighted average grant date fair value (in usd per share) | 58.79 | 36.90 |
Unvested, weighted average grant date fair value, end of period (in usd per share) | $ 65.39 | $ 47.27 |
Stock-Based Compensation - Gran
Stock-Based Compensation - Grant Date Fair Value for Awards of Performance Units Inputs (Details) - Performance Stock Units - $ / shares | Mar. 02, 2022 | Mar. 25, 2021 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Valuation date price based on closing stock prices (in dollars per share) | $ 110.24 | $ 83.48 |
Expected volatility | 39% | 36% |
Risk-free interest rate | 1.64% | 0.26% |
Term in years | 2 years 9 months 29 days | 2 years 9 months 7 days |
Stock-Based Compensation - RSUs
Stock-Based Compensation - RSUs to be Settled in Cash (Details) - Restricted Stock Units to be Settled in Cash - USD ($) $ in Millions | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense related to RSUs to be settled in cash | $ 11.6 | $ 13.7 | |
Payments to settle liabilities under compensation plan | 14.5 | $ 13.2 | |
Accrued liabilities under compensation plan | $ 6.9 | $ 11.1 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Postemployment Benefits [Abstract] | |||||
Deferred compensation liability, noncurrent | $ 62,400 | $ 62,400 | $ 74,200 | ||
Life insurance | 59,500 | 59,500 | $ 73,800 | ||
Change in fair market value of liabilities associated with deferred compensation plan | 3,069 | $ (51) | 17,106 | $ (6,040) | |
Change in fair market value of assets associated with deferred compensation plan | $ (3,402) | $ (204) | $ (17,706) | $ 5,266 |
Commitments and Contingencies -
Commitments and Contingencies - Legal Proceedings (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 24 Months Ended | 52 Months Ended | |||||||
Aug. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Jun. 30, 2019 USD ($) | Sep. 30, 2017 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Dec. 31, 2015 USD ($) | Dec. 31, 2020 USD ($) | Apr. 30, 2019 USD ($) | Aug. 31, 2019 building | May 31, 2019 USD ($) | |
Loss Contingencies [Line Items] | |||||||||||||
Gross profit | $ 688,830 | $ 534,676 | $ 1,861,591 | $ 1,355,277 | |||||||||
Number of buildings with property damage | building | 2 | ||||||||||||
Project Contract Termination | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Charge to earnings related to legal proceedings | $ 79,200 | ||||||||||||
Net receivable position on projects | 120,000 | 120,000 | |||||||||||
Lorenzo Benton v Telecom Network Specialists Inc | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Damages sought | 17,300 | ||||||||||||
Damages awarded | $ 9,500 | ||||||||||||
Reasonably possible estimate of loss | $ 9,500 | $ 9,500 | |||||||||||
Redes | Project Contract Termination | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Advance payments received | $ 87,000 | ||||||||||||
On-demand performance bonds | $ 25,000 | ||||||||||||
Amount claimed in arbitration | $ 190,000 | ||||||||||||
Amount awarded in arbitration | $ 177,000 | ||||||||||||
Construction costs incurred | $ 157,000 | ||||||||||||
Payments received on construction contracts | $ 100,000 | ||||||||||||
Redes | Telecommunication Networks Construction and Operation | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Term of post-construction operation and maintenance period | 10 years | ||||||||||||
Redes | Telecommunication Networks Construction and Operation | Project Contract Termination | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Aggregate consideration for projects | $ 248,000 | ||||||||||||
Aggregate consideration to be paid during the construction period | 151,000 | ||||||||||||
Aggregate consideration to be paid during the post-construction operation and maintenance period | $ 97,000 | ||||||||||||
QPS Engineering, LLC | Maurepas Project Dispute | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Damages sought | $ 22,000 | ||||||||||||
Maurepas | Maurepas Project Dispute | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Damages sought | $ 48,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Silverado Wildfire Matter (Details) - Silverado Wildfire $ in Thousands | 1 Months Ended | ||
Mar. 31, 2019 | Sep. 30, 2022 USD ($) | Oct. 31, 2020 a | |
Loss Contingencies [Line Items] | |||
Damaged land (in acres) | a | 13,000 | ||
Time of pole replacement before fire | 19 months | ||
Loss contingency accrual | $ | $ 0 |
Commitments and Contingencies_3
Commitments and Contingencies - Insurance (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Commitment And Contingencies [Line Items] | ||
Insurance and other non-current liabilities | $ 466,164 | $ 487,309 |
Employer's Liability, Workers' Compensation, Auto Liability, General Liability and Group Health Care Claims | ||
Commitment And Contingencies [Line Items] | ||
Gross amount accrued for insurance claims | 319,300 | 318,200 |
Insurance and other non-current liabilities | 211,100 | 238,000 |
Related insurance recoveries/receivables | 7,500 | 28,600 |
Related insurance recoveries/receivables included in prepaid expenses and other current assets | 300 | 400 |
Long-term insurance receivables | $ 7,200 | $ 28,200 |
Commitments and Contingencies_4
Commitments and Contingencies - Letters of Credit (Details) - Letters of Credit - Senior Credit Facility $ in Millions | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Loss Contingencies [Line Items] | |
Outstanding letters of credit and bank guarantees | $ 410.3 |
Renewal term | 1 year |
Commitments and Contingencies_5
Commitments and Contingencies - Bonds and Parent Guarantees (Details) - Performance Bonds $ in Billions | Sep. 30, 2022 USD ($) |
Guarantor Obligations [Line Items] | |
Total amount of outstanding performance bonds | $ 4.6 |
Estimate | |
Guarantor Obligations [Line Items] | |
Estimated cost to complete bonded projects | $ 1.4 |
Commitments and Contingencies_6
Commitments and Contingencies - Investments in Affiliates and Other Entities (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Outstanding capital commitments due in next twelve months | $ 600 |
Outstanding capital commitments due after next twelve months | $ 10,500 |
Commitments and Contingencies_7
Commitments and Contingencies - Committed Expenditures (Details) - Vehicle Fleet Committed Capital $ in Millions | Sep. 30, 2022 USD ($) |
Unrecorded Unconditional Purchase Obligation [Line Items] | |
Estimated committed, remainder of fiscal year | $ 45.3 |
Estimated committed in 2023 | $ 144.8 |
Commitments and Contingencies_8
Commitments and Contingencies - Residual Value Guarantees (Details) $ in Millions | Sep. 30, 2022 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Maximum guaranteed residual value | $ 969.9 |
Commitments and Contingencies_9
Commitments and Contingencies - Deferral of Employer Payroll Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Deferred payment of employer payroll taxes | $ 108.9 | |
Percentage of deferred employer payroll taxes paid | 0.50 | |
Percentage of deferred employer payroll taxes due, remainder of fiscal year | 50% |
Fair Value Measurements - Conti
Fair Value Measurements - Contingent Consideration Liabilities (Details) - Level 3 - Recurring - Valuation, Market Approach | Sep. 30, 2022 |
Volatility | Minimum | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Contingent consideration liability, measurement input | 0.410 |
Volatility | Maximum | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Contingent consideration liability, measurement input | 0.500 |
Volatility | Weighted Average | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Contingent consideration liability, measurement input | 0.480 |
Discount Rate | Minimum | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Contingent consideration liability, measurement input | 0.0004 |
Discount Rate | Maximum | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Contingent consideration liability, measurement input | 0.041 |
Discount Rate | Weighted Average | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Contingent consideration liability, measurement input | 0.029 |
Fair Value Measurements - Long-
Fair Value Measurements - Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Unamortized discount and financing costs | $ 27,060 | $ 29,295 |
Senior Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt, fair value | 1,950,000 | |
Long-term debt | 2,480,000 | |
Unamortized discount and financing costs | $ 24,600 |
Detail of Certain Accounts - Ca
Detail of Certain Accounts - Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Cash and Cash Equivalents [Line Items] | ||||||
Cash and cash equivalents | $ 215,395 | $ 150,653 | $ 229,097 | $ 1,696,210 | $ 212,473 | $ 184,620 |
Cash equivalents | 136,700 | 140,000 | ||||
Domestic Bank Accounts | ||||||
Cash and Cash Equivalents [Line Items] | ||||||
Cash and cash equivalents | 175,846 | 205,781 | ||||
Foreign Bank Accounts | ||||||
Cash and Cash Equivalents [Line Items] | ||||||
Cash and cash equivalents | 39,549 | 23,316 | ||||
Domestic Joint Ventures | ||||||
Cash and Cash Equivalents [Line Items] | ||||||
Cash and cash equivalents | 18,712 | 21,828 | ||||
Foreign Joint Ventures | ||||||
Cash and Cash Equivalents [Line Items] | ||||||
Cash and cash equivalents | 5,087 | 3,461 | ||||
Investments in Joint Ventures | ||||||
Cash and Cash Equivalents [Line Items] | ||||||
Cash and cash equivalents | 23,799 | 25,289 | ||||
Captive Insurance Company | ||||||
Cash and Cash Equivalents [Line Items] | ||||||
Cash and cash equivalents | 46,539 | $ 47,900 | 133,302 | $ 132,900 | $ 132,000 | $ 85,000 |
Cash Not Held by Joint Ventures | ||||||
Cash and Cash Equivalents [Line Items] | ||||||
Cash and cash equivalents | $ 145,057 | $ 70,506 |
Detail of Certain Accounts - Ac
Detail of Certain Accounts - Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accounts payable, trade | $ 1,383,079 | $ 1,251,118 |
Accrued compensation and related expenses | 597,235 | 547,161 |
Other accrued expenses | 429,286 | 456,392 |
Accounts payable and accrued expenses | $ 2,409,600 | $ 2,254,671 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information - Net Effects of Changes in Operating Assets and Liabilities, Net, on Cash Flows from Operating Activities (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Supplemental Cash Flow Elements [Abstract] | ||||
Accounts and notes receivable | $ (152,311) | $ (411,890) | $ (316,253) | $ (299,857) |
Contract assets | (161,698) | (96,423) | (369,958) | (308,849) |
Inventories | (2,581) | 5 | (14,445) | (6,139) |
Prepaid expenses and other current assets | (18,030) | 37,406 | (73,899) | (4,943) |
Accounts payable and accrued expenses and other non-current liabilities | 229,989 | 230,631 | 287,890 | 289,833 |
Contract liabilities | 77,682 | (1,397) | 27,278 | (27,027) |
Other, net | (1,746) | (6,027) | (4,971) | (15,205) |
Net change in operating assets and liabilities, net of non-cash transactions | $ (28,695) | $ (247,695) | $ (464,358) | $ (372,187) |
Supplemental Cash Flow Inform_4
Supplemental Cash Flow Information - Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Cash, Cash Equivalents and Restricted Cash [Line Items] | ||||||
Cash and cash equivalents | $ 215,395 | $ 150,653 | $ 229,097 | $ 1,696,210 | $ 212,473 | $ 184,620 |
Total cash, cash equivalents, and restricted cash reported in the statements of cash flows | 218,338 | 153,366 | 231,887 | 1,699,096 | 214,715 | 186,808 |
Captive Insurance Company | ||||||
Cash, Cash Equivalents and Restricted Cash [Line Items] | ||||||
Cash and cash equivalents | 46,539 | 47,900 | 133,302 | 132,900 | 132,000 | 85,000 |
Prepaid Expenses and Other Current Assets | ||||||
Cash, Cash Equivalents and Restricted Cash [Line Items] | ||||||
Restricted cash and cash equivalents | 1,993 | 1,763 | 1,836 | 2,108 | 1,460 | 1,275 |
Other Assets | ||||||
Cash, Cash Equivalents and Restricted Cash [Line Items] | ||||||
Restricted cash and cash equivalents | $ 950 | $ 950 | $ 954 | $ 778 | $ 782 | $ 913 |
Supplemental Cash Flow Inform_5
Supplemental Cash Flow Information - Supplemental Cash Flow Related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||||
Operating cash flows from operating leases | $ (22,988) | $ (25,331) | $ (72,256) | $ (79,730) |
Operating cash flows from finance leases | (28) | (18) | (82) | (68) |
Financing cash flows from finance leases | (349) | (168) | (1,076) | (688) |
Lease assets obtained in exchange for lease liabilities: | ||||
Operating leases | 30,056 | 17,081 | 54,779 | 41,686 |
Finance leases | 615 | 112 | 1,865 | 398 |
Rental purchase option assets obtained in exchange for rental purchase option liabilities | $ 2,449 | $ 1,129 | $ 29,602 | $ 7,009 |
Supplemental Cash Flow Inform_6
Supplemental Cash Flow Information - Additional Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Supplemental Cash Flow Elements [Abstract] | ||||
Interest paid | $ (18,856) | $ (3,950) | $ (61,815) | $ (26,883) |
Income taxes paid | (16,462) | (35,740) | (74,825) | (103,225) |
Income tax refunds | $ 496 | $ 2,419 | $ 5,966 | $ 9,211 |