Integrated Electrical Services Announces Private Placement of Additional $14 Million of Senior Convertible Notes
24 Février 2005 - 11:36PM
PR Newswire (US)
Integrated Electrical Services Announces Private Placement of
Additional $14 Million of Senior Convertible Notes HOUSTON, Feb. 24
/PRNewswire-FirstCall/ -- Integrated Electrical Services, Inc.
(NYSE:IES), today announced that the investors holding the $36
million aggregate principal amount of its 6.5% Senior Convertible
Notes due 2014 have exercised their option to purchase the maximum
aggregate amount of $14 million in additional notes. These notes
and the option were previously discussed in a press release on
November 22, 2004. This second private placement closed on February
24, 2005. Investors in the notes agreed to a purchase price equal
to 100% of the principal amount of the notes. The notes will have
the same terms as the $36 million previously issued, including: *
Payment of interest semi-annually in arrears at an annual rate of
6.5% * A stated maturity of November 1, 2014 * Constitute senior
unsecured obligations of IES * Guaranteed on a senior unsecured
basis by IES' significant domestic subsidiaries * Convertible at
the option of the holder under certain circumstances into shares of
IES' common stock at an initial conversion price of $3.25 per
share, subject to adjustment Roddy Allen, IES' CEO, stated, "We are
very pleased to announce this additional investment in IES with the
approval of our shareholders and appreciate the support evidenced
by this additional investment. The proceeds from this placement
were used to reduce our bank debt, completely paying down the last
of our term loan which originally totaled $50 million." The notes,
the guarantees and the shares of common stock issuable upon
conversion of the notes to be offered have not been registered
under the Securities Act of 1933, as amended (the "Securities
Act"), or under any state securities laws and, unless so
registered, the securities may not be offered or sold in the United
States except pursuant to an exemption from, or in a transaction
not subject to, the registration requirements of the Securities Act
and applicable state securities laws. This announcement is neither
an offer to sell nor a solicitation of an offer to buy any of these
securities. Integrated Electrical Services, Inc. is a leading
national provider of electrical solutions to the commercial and
industrial, residential and service markets. The company offers
electrical system design and installation, contract maintenance and
service to large and small customers, including general
contractors, developers and corporations of all sizes. This Press
Release includes certain statements that may be deemed to be
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. These statements are
based on the Company's expectations and involve risks and
uncertainties that could cause the Company's actual results to
differ materially from those set forth in the statements. Such
risks and uncertainties include, but are not limited to, the
inherent uncertainties relating to estimating future operating
results or our ability to generate sales, income, or cash flow,
potential difficulty in addressing material weaknesses in the
Company's accounting systems that have been identified to the
Company by its independent auditors, litigation risks and
uncertainties, fluctuations in operating results because of
downturns in levels of construction, incorrect estimates used in
entering into and executing contracts, difficulty in managing the
operation of existing entities, the high level of competition in
the construction industry, changes in interest rates, the general
level of the economy, increases in the level of competition from
other major electrical contractors, increases in costs of labor,
steel, copper and gasoline, limitations on the availability and the
increased costs of surety bonds required for certain projects,
inability to reach agreement with our surety bonding company to
provide sufficient bonding capacity, risk associated with failure
to provide surety bonds on jobs where we have commenced work or are
otherwise contractually obligated to provide surety bonds, loss of
key personnel, inability to reach agreement for planned sales of
assets, business disruption and transaction costs attributable to
the sale of business units, business disruptions and costs
associated with the ongoing SEC formal investigation, class action
litigation and shareholder derivative action, costs associated with
the closing of business units, unexpected liabilities associated
with warranties or other liabilities attributable to the retention
of the legal structure of business units where we have sold
substantially all of the assets of the business unit, errors in
estimating revenues and percentage of completion on contracts, and
weather and seasonality. The foregoing and other factors are
discussed and should be reviewed in the Company's filings with the
Securities and Exchange Commission, including the Company's Annual
Report on Form 10-K for the year ended September 30, 2004.
Contacts: David A. Miller, CFO Integrated Electrical Services, Inc.
713-860-1500 Ken Dennard / Karen Roan / DRG&E 713-529-6600
DATASOURCE: Integrated Electrical Services, Inc. CONTACT: David A.
Miller, CFO of Integrated Electrical Services, Inc.,
+1-713-860-1500; or Ken Dennard, , or Karen Roan, , both of
DRG&E, +1-713-529-6600, for Integrated Electrical Services,
Inc.
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