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Prospectus Supplement No. 2
(To Prospectus dated August 22, 2006)
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Filed Pursuant to Rule 424(b)(3) and Rule 424(b)(7)
Registration Number 333-136819 |
$143,750,000
QUANTA SERVICES, INC.
3.75% Convertible Subordinated Notes Due 2026
and the Common Stock Issuable Upon Conversion of the Notes
This prospectus supplement relates to the resale by selling security holders of our 3.75%
Convertible Subordinated Notes Due 2026 and the shares of our common stock issuable upon conversion
of the notes.
This prospectus supplement should be read in conjunction with, and may not be delivered or
utilized without, the original prospectus dated August 22, 2006 and Supplement No. 1 to such
prospectus dated August 31, 2006. The terms of the notes are set forth in the original prospectus.
Investing in these securities involves risks. See “Risk Factors” beginning on page 10 of the prospectus.
Neither the Securities and Exchange Commission nor any state securities commission has
approved or disapproved of the notes or the shares of common stock issuable upon conversion of the
notes or determined if the prospectus or this prospectus supplement is truthful or complete. Any
representation to the contrary is a criminal offense.
The date of this prospectus supplement is September 14, 2006.
SELLING SECURITY HOLDERS
The information in the table appearing under the heading “Selling Security Holders” in the
prospectus is amended by adding the information below with respect to persons not previously listed
in the prospectus and by supplementing the information with respect to other persons previously
listed in the prospectus that are listed below. This information was furnished to us by the selling
security holders listed below on or before September 13, 2006.
Based on information provided by the selling security holders, none of the selling security
holders has held any position or office or has had any material relationship with us within the
past three years.
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Principal |
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Shares of |
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Shares of |
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Amount of |
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Common |
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Common |
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Notes |
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Stock |
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Shares of |
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Stock |
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Percentage |
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Beneficially |
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Percentage |
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Beneficially |
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Common |
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Beneficially |
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of Common |
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Owned and |
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of Notes |
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Owned Prior |
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Stock |
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Owned After |
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Stock |
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Offered |
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Outstanding |
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to Offering |
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Offered |
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Offering |
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Outstanding |
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RMF Umbrella SICAV(1)
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$ |
500,000 |
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*
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22,312 |
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22,312 |
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(1) The RMF Umbrella SICAV is a self contained open ended
investment fund founded under Luxembourg law. It has no management company or a
single controlling shareholder. The fund issues shares of equal value and
equal voting power and is controlled by all its shareholders. Its board of
directors is responsible for all investment decisions, for which trading
decisions have been delegated to the advisor RMF Investment Management.