Quanta Services Inc (PWR) 2012 Q4 法說會逐字稿

Ladies and gentlemen, welcome to the Quanta Services' Fourth Quarter, Full Year 2012 Earnings Conference Call on the 21st of February, 2013. For today's recorded presentation, all participants will be in a listen-only mode. After the presentation, there will be an opportunity to ask questions. (Operator Instructions).

I'll now hand the conference to Kip Rupp. Please go ahead, sir.

Great. Thank you, Mikayla. Welcome, everyone, to the Quanta Services conference call to review fourth quarter and full year 2012 results. Before I turn the call over to management, I have the normal housekeeping details to run through.

If you would like to have Quanta news releases and other information emailed to you when they occur, please sign up for e-mail information alerts by going to the investors and media section of Quanta Services' website, at Quantaservices.com.

A replay of today's call will be available on Quanta Services' website at Quantaservices.com. In addition, a telephonic recorded instant replay will be available for the next seven days, 24 hours a day, that can be accessed as set forth in the press release. Please remember that information recorded on this call speaks only as of today, February 21st, 2013, and therefore you are advised that any time sensitive information may no longer be accurate as of the time of any replay of this call.

This conference call will include forward-looking statements intended to qualify under the Safe Harbor from Liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements include all statements reflecting Quanta's expectations, intentions, assumptions or beliefs about future events or performance that do not solely relate to historical or current facts. Forward-looking statements involve certain risks, uncertainties and assumptions that are difficult to predict or are beyond Quanta's control and actual results may differ materially from those expected or implied as forward-looking statements. Management cautions that you should not place undue reliance on Quanta's forward-looking statements and Quanta does not undertake any obligation to update any forward-looking statements to reflect events or circumstances after this call.

For additional information concerning some of the risks, uncertainties and assumptions that could affect Quanta's forward-looking statements, please refer to the company's annual report on Form 10-K for the year ended December 31st, 2011, its quarterly reports on 10-Q, and its other documents filed with the Securities and Exchange Commission, which may be obtained on Quanta's website or through the SEC website, at SEC.gov.

With that, I would like to turn the call over to Mr. Jim O'Neil, Quanta's President and CEO. Jim?

Good morning, everyone, and welcome to the Quanta Services' Fourth Quarter and Full Year 2012 Earnings Conference Call. I will start the call with an operational overview before turning it over to Derrick Jensen, Quanta's Chief Financial Officer, who will provide a detailed review of our fourth quarter and full year financial results. Following Derrick's comments, we welcome your questions.

Before I begin my overview, I'll comment that any references to financial results in my prepared remarks have been adjusted to exclude discontinued operations.

2012 was a record year for Quanta. Our fourth quarter and full year 2012 results reflect strong demand for our services and continued solid project execution. For the full year, revenues increased 41% and GAAP diluted earnings per share from continuing operations increased 143%. Our 12-month backlog was near record levels, and total backlog was at record levels as of December 31st, 2012.

Our employee count at the end of this year's fourth quarter was approximately 17,800, up 15% compared to the fourth quarter of last year. We're in a dynamic environment where Quanta is recognized at the industry leader in providing energy infrastructure solutions to our customers. We are also the employer of choice and continue to retain and attract exceptional people into our organization. Despite working nearly 10 million more work hours in 2012 than 2011, we reduced our lost time incident rate by 17%, which demonstrates our commitment to safety and the high quality of our workforce.

These factors contributed to organic revenue growth exceeding $1 billion in 2012, or an increase of approximately 36%. We believe we are in the early stages of a multi-year build-out of energy infrastructure in North America, and remain well-positioned to maintain our leadership role in the industries we serve. We will continue to leverage this leadership position and execute our strategic initiatives to grow both organically and selectively through acquisition as we actively pursue opportunities to expand solutions to our customers and further differentiate Quanta from our competition.

Effective January 1st, I promoted Duke Austin to Chief Operating Officer to lead the pursuit of these strategic initiatives and to lead our organization into the future. Duke brings over 25 years of experience in the markets we serve and is the fourth generation of his family serving the electric power industry. I'm very pleased to have Duke in this extremely important role.

We continued to build momentum in our Electric Power segment during the fourth quarter. We were in construction on a record 14 large electric transmission projects, with contract value averaging over $200 million throughout North America. We were just as active on smaller transmission projects as customers continued to upgrade existing transmission infrastructure to comply with NERC reliability standards.

Our electric distribution revenues grew near double-digit rates for the full year 2012, as our customer's focus on reliability has been heightened due to the storm events impacting the United States over the past two years. During the quarter, our emergency restoration service revenues were approximately $130 million, driven primarily by Hurricane Sandy. which impacted the Northeast United States. More than eight million homes lost power due to this devastation and Quanta deployed more than 800 crews to twelve states and the District of Columbia to assist with the power restoration efforts.

Pre-planning with our customers in the days before Hurricane Sandy made landfall allowed us to position the majority of our resources in impacted areas well in advance of this storm, enabling us to begin restoring possible as soon it was safe to work. Our employees had no serious safety incidents despite working more than 40,000 man hours in an extremely challenging environment. I want to congratulate our crews for their commitment to safety and thank them for their dedication to restore power to the victims of this catastrophe.

While emergency restoration revenues positively impacted our fourth quarter and full year 2012 results, our record results in 2012 were also driven by strong performance in our Electric Power segment due to the significant volume and solid execution of electric transmission projects underway. Excluding emergency restoration revenues in each period, Electric Power segment revenues grew approximately 39% in 2012 over 2011.

The electric utility industry continues to drive initiatives to improve the reliability of North America's electric transmission and distribution system, and to interconnect new generation sources. We continue to believe that transmission spending will remain robust for at least the next several years and likely beyond, driven by reliability mandates, switching generation from coal to gas, and the interconnection of new and existing renewable generation facilities.

Turning to our Natural Gas and Pipeline segment. Revenues increased substantially in 2012 as compared to 2011. More importantly, operating income increased $139 million year-over-year, primarily due to our strategic shift over the last 18 months to capitalize on shale infrastructure opportunities throughout the United States and Canada. We expect demand for our pipeline shale gathering services to remain active in 2013. Our customers continue to execute development programs in liquid rich shales at a fast pace, and insufficient gathering pipeline infrastructure in many of these areas remains a bottleneck to efficiently transport product to market in processing areas.

We were in active discussions with several customers and believe a meaningful volume of large diameter, long-haul pipeline or main line projects will be awarded over the next several quarters. We believe several of these projects could move into construction in the second half of 2013 and beyond. We expect an improved main line market environment in 2014, one that the industry has not seen for several years. We will continue to gain more clarity on industry dynamics and the progress of main line projects over the next few months.

In our Fiberoptic Licensing and Other segment, revenues for the year increased 12%, primarily due to the growth in providing telecommunication infrastructure services to nine telecom customers. Our fiber licensing contract sales within this segment increased to a healthy double-digit growth rate for the year. The increase in contract sales in 2012 leads to us believe that Fiberoptic Licensing revenues could increase in the double-digit range in 2013. However, as telecommunication work is no longer a strategic priority, we anticipate other telecom revenues will likely decline, offsetting any increases in Fiberoptic Licensing revenues.

Turning to our outlook for 2013. The midpoint of our guidance indicates modest year-over-year growth, after adjusting record 2012 emergency restoration revenues of $250 million to normalized levels of $100 million, for our 2013 forecast.

In addition, our guidance takes into account several factors. First, consistent with last year, our guidance takes into account potential delays in future electric transmission projects awards that may commence construction in the second half of this year. There are a number of large electric transmission projects that we expect will be awarded over the coming months that we believe we are well-positioned to receive. However, a challenging and unconcern regulatory environment can cause delays in project awards and project starts.

We believe transmission spending remains strong and will continue over the next several years. As we have indicated in the past, the timing of large electric transmission project awards can be lumpy quarter-to-quarter. However, adjusting for a more normalized contribution of emergency restoration services, the higher end of our expectations contemplate potential double-digit revenue growth in Electric Power revenues if project awards do, in fact, materialize.

The second factor is the approach we have taken toward forecasting our Electric Power segment operating margins for 2013. In 2012, we generated 12.4% operating income margins in the Electric Power segment, which resulted in margins for the year above our prior 9% to 12% expectations. Three major factors contributed to our margin success;stellar execution, good weather throughout the year, and a record storm year. Our guidance reflects the midpoint of our 9% to 12% operating margin segment expectations.

Finally, in our Natural Gas and Pipeline segment, we have no uncommitted main line construction revenues in our guidance for 2013. While we believe main line project construction is possible in the second half of this year, we will not include any projects in guidance until we have a signed contract and a firm construction start date, which is consistent with the approach we established last year.

We have taken a different approach to forecasting uncommitted shale gathering revenues in 2013. Last year, we did not forecast uncommitted shale gathering revenues because we were working with new customers in new markets. This year, we are forecasting enough uncommitted shale projects so that shale revenues for the full year of 2013 are comparable to 2012. We transitioned to this approach because shale gathering contracts, although quickly booked and burned, have been similar to master service agreements, where the customer contracts have been relatively consistent and repeatable. We will continue to strive to perform at levels seen in 2012, and as the year progresses, we will evaluate all factors and their influence on our expected financial performance.

In summary, 2012 was Quanta's best year ever. While we are proud of our accomplishments in 2012, we are focused on the future and continue to implement strategic initiatives to position Quanta for near-term and long-term profitable growth. We could not have accomplished what we did in 2012 with out our dedicated employees who are the very best in the industry.

We believe we are in the early stages of a significant multi-year energy infrastructure investment cycle and that the demand for Quanta Services remains robust for at least the next several years. Our total backlog is at record levels, and our 12-month backlog is at near record levels, despite the significant revenue growth we experienced in 2012. We are confident that Quanta can continue to safely execute current and future projects for our customers and we look forward to reporting our progress to you as we move through 2013.

I will now turn the call over to Derrick Jensen, our Chief Financial Officer, for his financial review of the fourth quarter. Derrick?

Thanks, Jim, and good morning, everyone. Before I discuss the results of the quarter, I'll remind everyone that on December 3rd, 2012, we sold our telecommunications subsidiaries, which comprised substantially all of our domestic telecommunications infrastructure services operations. We have presented these as discontinued operations in our consolidated financial statements for the current and prior periods.

As such, the amounts presented in our earnings release and discuss in my following comments do not compare to our previous SEC filing, which have not been adjusted to reflect these discontinued operations. However, for comparative purposes, we have posted certain prior period information on our website reflecting these discontinued operations. I will discuss the impact of the transaction on our fourth quarter results later in my presentation.

Today we announced revenues of $1.67 billion for the fourth quarter of 2012, compared to $1.39 billion in the prior year's fourth quarter, reflecting growth of approximately 20% quarter-over-quarter.

Net income from continuing operations attributable to common stock for the quarter was $102.4 million or $0.48 per diluted share, as continued to net income from continuing operations attributable to common stock of $58.7 million or $0.28 per diluted share from the fourth quarter of last year.

As discussed in our previous fourth quarter guidance, included in net income from continuing operations attributable to common stock for the fourth quarter of 2012, is $2.7 million of income or $0.01 per diluted share from the release of income tax contingencies.

Included in net income from continuing operations attributable to common stock for the fourth quarter of 2011 is $8.4 million of income from the release of income tax contingency and settlements of certain tax audits and a $32.6 million charge to cost of services, or $20.4 million net of tax related to a pension plan withdrawal liability.

The net impact of these two items to the fourth quarter of 2011 resulted in a $0.06 reduction in diluted earnings per share.

The growth in consolidated revenues in the fourth quarter of 2012 was driven by growth across all of Quanta's segments, as well as the incremental contribution of approximately $69.5 millionin revenues from companies acquired since the fourth quarter of last year. Excluding the impact from acquired companies, organic growth for the quarter was 15.1%.

Our consolidated gross margin increased to 17.1% in the fourth quarter of 2012, from 12.9% in 4Q 2011. Contributing to this increase was the impact of the previously mentioned withdrawal charge, which affected the Natural Gas and Pipeline Infrastructure Services segment in the fourth quarter of 2011. Consolidated gross margin without the effect of this charge was 15.2% for the fourth quarter of 2011.

The remaining increase was due to strong performance in each of our segments, as well as the impact of higher revenues which improved our ability to cover fixed operating costs.

Selling, general and administrative expenses were $117 million, reflecting an increase of $27.6 million as compared to last year's fourth quarter. This increaseis primarily attributable to $14.8 million in higher salary and incentive compensation costs associated with increased levels of activity and profitability, and $3.3 million in additional administrative expenses associated with companies acquired during 2012.

As a percentage of revenue, selling, general and administrative expenses increased to 7% in the fourth quarter of 2012 from 6.4% in the fourth quarter of 2011, primarily due to the impact of incentive compensation costs associated with this quarter's record results.

Our consolidated operating margin before amortization expense increased from 6.5% in 4Q 2011 to 10.1% in 4Q 2012. Excluding the withdrawal charge, operating margin before amortization expense would have been 8.8% in the fourth quarter of 2011.

Amortization of intangible assets increased from $8.3 millionin 4Q 2011 to $8.9 million in the fourth quarter of 2012, due to acquisitions in the first and second quarters of 2012.

Overall for the quarter, our performance versus previous expectations was driven by record emergency restoration serves of $130 million and better productivity on several projects, primarily in Electric Transmission which led to greater revenue and profit recognition.

To further discuss our segment results, the Electric Power segment revenues were up about $204.8 million quarter-over-quarter, or approximately 21%. The record emergency restoration service revenues of approximately $130 million this quarter is an increase of approximately $86 million compared to the fourth quarter of 2011. For the full year 2012, our emergency restoration revenues increased 45% over 2011 to a record $250 million, surpassing the previous high mark of $206 million generated in 2008.

Revenues during the quarter were also positively impacted by higher revenues from electric power transmission services, resulting from an increase in the number and size of projects that were ongoing in 4Q 2012 compared to 4Q 2011.

Lastly, revenues increased due to the incremental contribution of $67.9 million in segment revenues from companies acquired in 2012. Organic growth in this segment without revenues from acquired companies was still 14.1%.

At the end of the fourth quarter, 12-month backlog for the Electric Power segment increased to 22% to $2.9 billion and total backlog for this segment decreased slightly by 1% to $4.9 billion compared to the end of the fourth quarter of 2011. 12-month backlog for this segment is at a record level and has grown sequentially every quarter of 2011 and 2012, despite sequential revenue growth in this segment for all but one of the last eight quarters.

Operating margin in the Electric Power segment remains relatively flat at 13.4% in the fourth quarter of 2012, compared to 13.5% in last year's fourth quarter.

Natural Gas and Pipeline segment revenues increased quarter-over-quarter by 18.5% to $445.9 million in 4Q 2012, primarily due to an increase in the number of shale gathering system projects currently under construction. Additionally, we saw increases in revenues from natural gas distribution services, as the outsourced gas distribution work with Puget Sound Energy had just started in the third quarter of 2011.

At the end of fourth quarter of 2012, 12-month and total backlog for this segment increased about 4% and 17%, respectively, compared to the end of the fourth quarter of 2011. As we've commented before, Keystone is not in any of the backlog figures presented in our pipeline segment.

Operating income for the Natural Gas and Pipeline segment as a percentage of revenues increased to 6.2% in 4Q 2012,from a negative 9.5% in 4Q 2011. As previously noted, in the fourth quarter of 2011, this segment's operating results were negatively impacted by the withdrawal charge. Excluding this expense, operating margin for our Natural Gas and Pipeline segment would have been a negative 0.1% in 4Q 2011.

Additionally, 4Q 2011 was negatively impacted by increased project costs related to performance issues caused by adverse weather conditions, as well as a Teamsters union labor strike in the fourth quarter of 2011.

The current year period was positively impacted by the overall increase in the volume of this revenues, due to the shift to more shale gathering system projects and our ability to execute this work consistently at mid to upper single-digit operating margins. Excluding last year's withdrawal charge, this is the fifth sequential quarter with improvements in operating margins for the Natural Gas and Pipeline segment.

The results of our Electric Power and Natural Gas and Pipeline segments were impacted slightly from the disposition of our telecommunication subsidiaries, as the subsidiaries we sold did perform some electrical and pipeline services. We have combined the residual telecommunications work performed by our remaining subsidiaries with our fiberoptic licensing business to create a new combined segment called Fiberoptic Licensing and Other Infrastructure Services. This segment's revenues were $47.8 million in 4Q 2012 as compared to $49.1 million in 4Q 2011.

Additionally, operating margin was 34% in 4Q 2012 as compared to 37.3% in 4Q 2011. Due to the lower volumes of telecom revenue in this segment, individual telecom project performance can create more significant swings in operating margins, but in general, we believe that this segment will average operating margins in the mid 30% range. When calculating operating margins by segment, we do not allocate certain selling, general and administrative expenses and amortization expense to our segments. Therefore, the previous discussion about operating margins by segment excludes the effect of such expenses.

Corporate and unallocated costs increased $12 million in the fourth quarter of 2012, as compared to 4Q 2011, primarily as a result of $7.7 million in higher salary and incentive compensation costs associated with current levels of operating activity, and profitability, and $0.6 million in higher amortization expense associated with intangible assets.

Adjusted diluted earnings per share from continuing operations as calculated in today's press release was $0.51 for the fourth quarter of 2012, as compared to a adjusted diluted earnings per share from continuing operations of $0.38 for 4Q 2011. As it relates to the disposition of our telecommunications subsidiaries this quarter, we had a net loss from discontinued operations this quarter of $0.02 per diluted share.

Included in these results was the pre-tax gain of approximately $18 million, or an after-tax loss of $14.3 million, resulting from the transaction which negatively impacted discontinued operations by $0.07 per diluted share for the quarter. The net proceeds from the transaction of approximately $265 million are currently being utilized for general corporate purposes. However, we continue to evaluate additional strategic acquisitions and investments as we look to opportunistically expand our geographic and strategic service offerings.

Cash flow from continuing operations was approximately $177.2 million for the fourth quarter of 2012.

Capital expenditures, net of proceeds from equipment sales, were about $57.4 million, resulting in approximately $119.8 million in free cash flow for the quarter.

For the full year of 2012, cash flow from operations of about $158.7 million, less net capital expenditures of about $197 million, resulted in approximately $38 million of negative free cash flow. Contributing to the negative cash flow for the year was a substantial revenue growth in the working capital demands associated with funding the large projects ongoing during the year. Specifically, cash flow has been impacted by increases in receivables and net positions on jobs in progress.

Our day sales outstanding, or DSOs, were 82 days at December 31, 2012 versed 66 days at December 31, 2011, and 91 days at September 30th, 2012. The increase in DSOs from the prior year end is due in part to the significant storm work I spoke of earlier, majority of which remains uncollected as of year end, due to the timing of when the work was performed during the fourth quarter.

In addition, the change orders associated with the Sunrise project are impacting this year's fourth quarter and have not yet been settled due to substantial volume of underlying supporting records that are being reviewed by the customer. Certain balances have been paid since our last earnings conference call. However, a significant amount of the change orders remain in cost in excess of billings, and contributed to the overall higher DSO. Detailed discussions and document reviews, although slow, are progressing with the customer and we currently aren't aware of any circumstances warranting any adjustments to the amounts invoiced.

EBITA for the fourth quarter 2012 was $166.8 million or 10% of revenues, compared to about $85.3 million or 6.1% of revenues for the fourth quarter of 2011.

Adjusted EBITDA was $203.8 million or 12.2% of revenues for the fourth quarter of 2012, compared to $151.4 million or 10.9% for the fourth quarter of 2011.

For the 12-months ended 2012, adjusted EBITDA was $635.3 million or 10.7% of revenues, compared to $375 million or 8.9% of revenues for 2011.

The calculation of EBITA, EBITDA and adjusted EBITDA, all non-GAAP measures, and the definitions of these and DSOs can be found in the investor and media website at our website at Quantaservices.com.

At December 31, 2012, we had about $183 million in letters of credit outstanding, primarily to secure our insurance program, and we had no borrowings outstanding under our credit facility. In addition, at the end of the quarter, we had approximately $395 million in cash, with $141 million of the balance related to foreign operations. Considering our cash on-hand and availability under our credit facility, we had nearly $912 million in total liquidity as of December 31st.

Concerning our outlook for 2013, we expect revenues for the first quarter of 2013 to range between $1.3 billion and $1.4 billion, and diluted earnings per share from continuing operations to be $0.28 to $0.30 on a GAAP basis. These estimates compare to revenues of $1.33 billion in GAAP diluted earnings per share from continuing operations of $0.22 in 1Q 2012.

Our GAAP EPS forecast of 1Q 2013 includes an estimate of $5.6 million for non-cash compensation expenses and $5.3 million for amortization expense.

Excluding these expenses, our non-GAAP adjusted diluted earnings per share from continuing operations for the first quarter are expected to be $0.31 to $0.33, and compared to our non-GAAP adjusted diluted earnings per share from continuing operations of $0.26 in 1Q 2012. This non-GAAP measure is calculated under the same basis as the historical calculations of adjusted diluted earnings per share from continuing operations presented in this release.

We currently expect revenues for the full year of 2013 to range from between $5.7 billionto $6.2 billion, and diluted earnings per share from continuing operations to be between $1.10 to $1.40 on a GAAP basis.

Our GAAP EPS forecast for 2013 includes an estimate of $26.1 million for non-cash compensation expense and $20.2 million of amortization expense. Excluding these expenses, our non-GAAP adjusted diluted earnings per share from continuing operations for 2013 are expected to be between $1.23 to $1.53.

We are currently forecasting net income attributable to non-controlling interests to be approximately $3 million to $3.5 million in the first quarter of 2013, and around $12 million to $13 million for the year.

For additional guidance, we are currently projecting our GAAP tax rate to be between 35.5% and 36.5% for 2013, and expect our diluted share count to be around 214 million shares.

We expect CapEx for all of 2013 to be approximately $200 million to $210 million, which includes CapEx for our Fiber Licensing segment of about $35 million to $45 million. This compares to CapEx for all of 2012 of $209 million.

2012 was an exceptional year for Quanta. We ended the year with record revenues, growing 36% organically year-over-year, record operating income, record Electric Power operating margins, record emergency restoration services, and record total backlog -- just to name a few. We made significant strategic moves, including selling substantially all of our domestic telecommunication infrastructure services operations, enabling us to further strategically focus on energy infrastructure markets, and making additional acquisitions and investments providing further strategic differentiation from our competitors. All of this, while ultimately maintaining a strong balance sheet, leaving us well-positioned for continued internal growth and further strategic initiatives. We are proud of our year and the hard work of our employees who helped produce it.

This concludes our formal presentation and will now open the line for Q&A. Operator?

Thank you, sir. (Operator Instructions). The first question comes from Dan Mannes from Avondale. Please go ahead.

Good morning, everyone.

Good morning, Dan.

Good morning.

First of all, thanks for all of the color on how you came up with your guidance. I had a brief question, particularly on the Pipeline segment. When you talked about the shale work for 2013, you talked through how you get to the revenue side. Can you talk through how we should think about margins on the shale work, especially given the nice improvement we were seeing sequentially, during the course of 2012, on shale work?

Dan, we're saying we should be in the mid to upper single digit range on shale gathering work, that's without any big pipe for the year. Certainly, we're getting more volume. We've gotten more volume through the second half of the year. And I would disappointed if we weren't in the upper end of that range this year for the shale gathering work.

Okay, that's great. Secondly on main line -- and I definitely hear your caution in terms of putting stuff in guidance when it's unawarded, especially given all the regulatory issues we've seen. We're hearing from the pipe developers that there's a sense of some concern about availability -- we're even hearing some of the large developers talking about entering into alliance agreements and things like that. Can you talk about your positioning for those types of arrangements, beyond even KXL, and how you're looking to participate in the main line market over the next couple of years?

Yes. I think since August we've been talking to you guys about how the communication between our customers has changed on the pipeline side. And that we've been in discussion with many customers because of the amount of work that will be let out toward the end of that year and 2014. So you could have more of those strategic type relationships versus RFPs going out -- what you would normally see in a normal pipeline season. I think that's the type of opportunities. We're in discussions right now with many customers. We're very pleased with the progress that we're seeing in the main line pipeline business. And we certainly expect to see some big things, if not by the end of this year, into 2014. So that would be my comments on that.

Sounds good. Thanks.

Thank you.

Thank you. Our next question comes from Tahira Afzal from KeyBanc Capital Markets. Please go ahead.

Good morning, gentlemen.

Good morning, Tahira.

First question is on guidance at the low end. Again, you've done a great job of explaining the nuances. But if I take the $1.46 and take out around $0.15 for Telecom, take out another maybe $0.08 to $0.10 for outside storm work, I still end up with $1.20, which is above your lower end. Should I assume that the difference is more your caution or what you're building in regards to electric transmission as new projects roll-out -- and as you've mentioned? How should I be looking at the delta between 2012 and 2013 at the lower end, given shale work that is kind of inline with last year?

I think that the difference between the midpoint and the lower end would be that more of the transmission that we expect or even that we have in backlog would get pushed into the next period because of regulatory delays. And also the margin position that we've taken certainly we could have some seasonality or not as good execution to get to the middle of that 9% to 12% OpEx. So that would be the scenario on the lower end, that we would have lower margins and perhaps projects get pushed into the next period -- that we certainly expect will move to construction this year. But if they don't, then that will get us to the lower end of the range. But Electric Transmission is a big variable between the midpoint and the low point.

Got it, that makes a lot of sense. Second question is, I know Keystone remains out there and a moving target. How should we be thinking about how you're treating your capacity and if you're locking some down for Keystone? Is that impacting your ability to bid on some of these long-haul pipelines?

Also, if you look at some of the other projects that have sprung up in regards to the oil sands in Canada, it seems fairly large -- if I add them all up, maybe as large Keystone. Could you talk about your market positioning in Canada versus the US? Even if Keystone doesn't go through, does that imply that the eventual outcome will be net neutral for you?

You had a couple of questions there. Let me address that we've got more capacity than any other contractor in the industry, so we've got nine spreads that could possibly expand up to 12. Keystone is not going to inhibit us from pursuing other pipeline opportunities. As far as Canada goes, we're well-positioned in Canada -- probably even more so in Canada to take advantage of opportunities to build-out projects there as well.

Thank you very much, guys.

Thank you. Our next question comes from Jamie Cook from Credit Suisse. Please go ahead.

Hi, good morning. Nice quarter. A couple of questions. First, on the Electric Power side, how should we think about margins on the Electric Power side? Over the past couple of quarters, you've exceeded your target range, given utilization and higher margin stuff that's in backlog. How do we think about that? You talk about your guide team is conservative, and I understand you want to be cognizant of any potential regulatory delays or whatever, but are there any particular projects that we should be watching or that could really move the needle?

My last question is on the Gas Pipeline side. As the market starts to heat up, should we expect Quanta to lag, in terms of winning projects just as you want to wait for better pricing? Or do you think the market is tight enough where we shouldn't see that? Thanks. I'll get back in queue.

Okay, to answer the pipeline question first. There won't be a lag. The industry is already tight and I think that there's opportunities out there for us. And we're having discussions with our customers, just like others are, today. It's a different environment today and there could be opportunities that move into construction this year, for certain in 2014. We already have work booked in 2014. We can't talk about the detail, but we have work booked in 2014. So it's going to be a robust market and there's not going to be any lag effect.

As far as the Electric Power margins, our utilization will continue to be high, and we expect to have stellar execution as well throughout this year. The factors that affect that is that we had such great weather last year that we felt like it was prudent for us to set the bar in the middle of the range, then we'll revisit how our financial performance is throughout the year and adjust accordingly, if necessary. But it's the weather and the excess storm revenues that were predominantly driving the margin improvement in 2012, as well as great execution. So, we're just going -- it's early in the year. We'll just see how things play out. And certainly, we hope to repeat what we did in 2012, but we just have to have some things going for us in order for that to happen.

Okay, thank you. I'll get back in queue.

Thank you. Our next question comes from Will Gabrielski from Lazard Capital Markets. Please go ahead.

Thank you very much. Good morning, nice quarter. The questions I had, one, on the distribution and small project side; PSE&G yesterday had an announcement about a 10-year plan to upgrade the grid, trying to fortify it from events like Hurricane Sandy. Then on that type of smaller project work and in the distribution market, I wonder what your views are of the utilities' ability to do that work internally today versus the outsource? And if you could compare it to five years ago when the housing market was healthier, considering the housing market has improved over the last year?

Well, distribution is very regional, Will. And many of our customers outsource a lot of these capital projects and some do most of their work with their own resources internally. I think across the board you are seeing increased activity in a tight workforce, not only contractor workforce, but utility workforce to do this type of work. Which is an opportunity for us, going forward. We do think that distribution spending will be good going forward and we bake some of that into our midpoint guidance, less the excess storm that we've seen in 2012.

Okay, and then as my follow-up, obviously seems like you found a comfort zone in the pipeline business, right around a 6% margin, absent any large diameter work that may be coming. I'm just wondering is that the level to think, absent large diameter work, going forward from here?

I think you need to look at seasonality. Our margins have continued to improve in this segment, and yet a lot of our work was in the Marcellus in the fourth quarter, which was impacted by Hurricane Sandy. So we had some weather impacts on that segment and specifically gathering work, and we were still able to deliver improved margins quarter-over-quarter. Like I said earlier, my expectations are that we're in the top end of that mid to high range.

Okay, thank you very much.

The seasonality in January will be low though. We are in a seasonal period right now. So we expect margins should be better throughout the year as weather gets better, which is the typical seasonality that we see in all of our business. Second and third quarter we should have better weather impacts than we do in the first and the fourth -- in a normal weather pattern year.

Thank you. Our next question comes from Alex Rygiel from FBR. Please go ahead.

Good morning, James.

Good morning, Alex.

Could you discuss the 14 large transmission projects that will be completed at some point? How many of those are going to get completed in 2013? How many projects do you have sort of in your backlog that you think you are going to be starting in 2013, at this moment?

I think we'll probably have six or so projects start rolling off, but we've got six or so projects rolling on, plus others that are out there that we feel we're well-positioned to be awarded. But it's like we've experienced over the last couple of years, regulatory delays could impact the start of those projects. We still think the large transmission project market is very strong, as reflected by our backlog. And we think that will continue for the next several years. But we will have some movement on projects rolling off and projects rolling on in 2013, more so than we did in 2012.

Jim, can you quantify the Sunrise change orders? And is there any cautiousness in your guidance from the uncertainty of the Sunrise change orders?

Alex, this is Derrick. Relative to the quantification, we haven't stated the specific number since we're still in negotiations with the customer. I would say the balance is roughly less than our half of total cost and excess balance. And relative to expectations, we haven't factored anything relative to any adjustments in that receivable.

Very helpful. One last question. Could you just talk big picture about your outlook for backlog in 12 months? Do you think you can expand backlog within Electric Transmission during that period of time?

Alex, I think it's possible. We continue to use the word strong for backlog because it's more qualitative, because of the choppiness or lumpiness in awards. But the market is there. We have not peaked by any means. And it's going to be a strong year for transmission. So as far as backlog being up at the end of the year, it's quite possible that it could be. But it's going to depend largely on the timing of the project awards in the certain calendar periods in which we measure backlog. It should be a good year.

Nice quarter. Thank you.

Thank you. The next question comes from Craig Irwin from Wedbush Securities. Please go ahead.

Good morning, gentlemen.

Hey, Craig.

In the past, and even on this call, you've talked a little bit about potentially splitting some of your spreads, with six of the nine currently in shale. Can you maybe give us a little bit of color on how the decision process would move on splitting those spreads? Whether or not you would split spreads specifically to capture more shale work? Or if this is something that you would do more to increase the overall capacity, as sort of large diameter pipeline projects become available later this year?

It's all of the above, Craig. We have a compliment of equipment we can use for whatever the customer opportunity is. It could be to pursue more shale work or it could be to pursue more main line work, or a combination of the above. The main thing is we have the leadership -- the project superintendents and the leadership, and that next level of leadership that has been trained and developed over the years to be able to lead a spread as well. We're very flexible in that way. And I think it's an advantage to being one of the largest providers of that service in North America. We're positioned to expand, if necessary.

Great. Now with the disposal of the Telecom segment, the dark fiber segment is something that really stands out, as not being so utility-focused. Great cash flow business, great growth business for the long-term -- but can you discuss with us whether or not you have or maybe could consider offers for this business?

Can you discuss with us why the operating margins in this segment dipped sequentially to the mid 30's? Was this a function really because of the Telecom segment disposal impacting project initiations? Or if it's something short-term and we should see the margins normalize to the roughly 50% level where they've been over the last few years?

That's a good question, Craig. We put all of other Telecom work -- and we still do Telecom services, but for non-telecom customers, which is typically the electric -- the investor on utilities that have Telecom infrastructure installed on their electric power infrastructure. And so that other Telecom goes into that Fiberoptic Licensing segment. So that revenue was prior in the Telecom segment, but now it's been moved into the Fiberoptic Licensing and Other segment. Fiberoptic Licensing margins will continue to be consistent. But the construction margins from the non-telecom customers brings that margin down somewhat, now that it's lump into this new segment -- or in addition to the Fiberoptic Licensing segment.

As far as the Fiberoptic Licensing group, we look at that completely different than we did the Telecom segment. It's a good business right now. It's a good place for us to put capital to grow revenues -- it's very nice margins. It's strategic to us. It's not in the energy infrastructure segment. Did we look at opportunities to either grow it or even divest, yes. But we don't feel like we've really capitalized on the investment or we've seen that the returns on the investment that we've made over the last few years. And that asset in general hasn't reached its value, in our opinion, to date because of the investments we've made in different regions. We evaluate options on what we're go doing with that segment and we'll continue to do so going forward. But it's a good business for us and we're going continue to grow it over the next several years.

Thank you. Our next question comes from Noelle Dilts from Stifel. Please go ahead.

Thanks, good morning. And again, congratulations on a nice quarter.

Thank you, Noelle.

First question I have, is could you discuss how current activity levels and project opportunities in Canada compare to the US, both for transmission and pipeline?

I think we've characterized in the past that Canada is about a year to 18 months behind the US on the electric side. It's starting to ramp up, like we experienced in the US toward the end of 2010 and into 2011. So it's a very robust marketplace and it's going to be more active. Pipeline is really moving forward at the same pace that we're seeing in the US right now. And there should be opportunities in 2014 and beyond, certainly, that we'll be able to capitalize on.

If Keystone is approved, could you talk about some of the steps that will have to happen before you could potentially move into construction? And how quickly you think that could happen? Would you have to go back and renegotiate terms? I'm curious to know what steps are at this point that would have to happen.

We're ready to go when it gets approved. We can move as fast as the customer is ready to move to construction. So things are pretty much in place for us to be pretty efficient from the time the project is approved to move to construction. We'll move as fast as our customer wants us to move.

Thank you. Our next question comes from Vishal Shah from Deutsche Bank. Please go ahead.

Thanks for taking my question. I wanted to clarify your guidance assumptions. What kind of revenue growth are you assuming from some of the smaller transmission work this year? I believe that segment was very strong last year. Can you continue to see the kind of growth you saw last year in this segment?

In our guidance, we've assumed that we would have -- and this again is ex the excess storm revenue in 2012, so when we look at $100 million in storm being projected in our guidance for 2013, we are looking at mid-single growth in transmission at the midrange. And like I said on the call, we could get to double digit or higher if things go well with the permitting and regulatory process in the second half of the year. On the low end, I mentioned that we just see more regulatory delays than we currently anticipate, to where we have somewhat negative growth on Electric Transmission on the low end of the range.

Great, that's helpful. On the margins in the pipeline segment, I believe a lot of the work this year will still be in the Marcellus, but if you start seeing some of the other shale activity, do you see margins staying at these levels? Or do you see a mix shift impacting margins going forward? What are you thinking about some of the other solutions in that activity to improve margins going forward?

Well, we won't take work unless we're in that mid to upper single digit range on gathering work. And we are continuing to grow opportunities in both the Bakken and the Eagle Ford that meet those margin expectations. We think that there's opportunities not only to expand in the Marcellus potentially, but in these other shale regions as well.

Thank you. Our next question comes from Adam Thalhimer fromBB&T Capital Markets. Please go ahead.

Good morning, guys. Wasthere any main line pipeline revenue in 2012?

There was in the beginning -- in the first quarter of 2012, we had some work in Texas, as well as Canada. Then we have a little bit -- a small main line job that we're doing in Canada that some of that revenue is in the fourth quarter, and some of it will be in the first quarter of this year.

Okay. Maybe you said this and I missed it. Can you comment on uses of cash now that you're -- after Telecom sale and strong cash flow in Q4. Cash flow is up verses where we were this time last year -- cash on-hand.

Sure, this is Derrick. Looking at cash and even as it looks to the 2013 model, we would expect a stronger cash flow year in 2013 than here in 2012. But a lot of the things that Jim has commented to about the large projects, whether they started in the latter part of 2013, and most specifically about his comments about mainline pipe in 2014 --we continue to believe that first priority is to deal with working capital associated with those large projects. Clearly, we have CapEx -- and at the same time we continue to be strategic relative to acquisitions and investments. I do think that you'll likely see us have some level of acquisitions and investments in 2013, comparable to the activity maybe that you've seen in 2011 and 2012. But generally speaking, I think we set aside for support for the working capital demands of many of these large projects that Jim and Duke have talked about occurring potentially in the later part of 2013 and into 2014.

Thank you. The next question comes from William Bremer from MAXIM Group. Please go ahead.

Good morning, gentlemen, solid quarter.

Thanks, Bill.

Can you provide, Jim, with a update on the pricing environment, both on the transmission side and pipeline side there?

I guess my second question would be going to Duke here. Give us an update on the inspection and integrity market, what you're seeing there?

Finally, Derrick, I don't want to exclude you. SG&A, very nice in my opinion, management, given the top line performance. Can you give us a little color for 2013? Can we provide maybe a little bit of leverage to the model there, if that's possible for 2013?

Margins -- Bill, this is Jim. Margins in both the Electric Power segment and the Pipeline segment continue to be strong. Our margins in backlog are equal or better than what we're experiencing today. So that's a reflection of the strong market that we're in today and the amount of infrastructure that needs to be built.

As far as integrity --the integrity business right now is a smaller part of this segment, but certainly there are significant opportunities to grow that business over the next few years. And we're well-positioned, being one of the -- or the only contractor with its own digging capabilities to provide a full service to our customer -- or provide a total solution to customers. So we're excited about that and that's a great opportunity going forward. We're also doing work for PG&E, as one of their program managers to help rebuild their gas infrastructure network, as well. We're excited about that.

Derrick, I'll turn it over to you.

Bill, this is Derrick. Relative to the G&A, I would anticipate something along the lines as a percentage of revenues in 2013 as what you saw in 2012. I don't think you'll see any market increase as a percentage of revenues. I think I would hold it basically around the same.

Thank you. Our next question comes from Steven Fisher from UBS. Please go ahead.

Good morning. A follow-up on that last question. My question around that was how much of a benefit you may have seen in the SG&A related to the disposition of the Telecom business? I guess if you're suggesting that as a percentage of overall revenues there will be some benefit going forward from that. Is that the way to think about it?

I would say it this way. All of our telecommunications operations have been reflected down in discontinued operations, so the numbers that you're seeing now are for continuing operations G&A. And I would anticipate the continuing operations G&A for 2013 to run somewhat comparable to what you're seeing in 2012.

Then just a clarification on an earlier question, on the topic of resource availability for the pipeline segment. Should the big projects start to pick up -- it doesn't sound like there's any real concern about equipment capacity. Did I hear you right in saying that there really shouldn't be a resource constraint on the project manager's side as well, such that it would affect any other part of your business? You wouldn't have to take away from one and choose where you're going to be. You can really have all of the additives? Is that the way to think about it? Or do you have to hire more people?

Well, on the leadership piece, certainly we've been developing that next level of leadership for the last several years to prepare for this type of opportunity. So having project leadership to run additional spreads, whether it be in gathering system work or in main line pipeline, we're well-positioned to take advantage of that going forward. And it shouldn't be an issue. Of course, the industry is very tight on skilled labor right now, and certainly that's a challenge. But we feel like we're well-positioned there as well, so we won't be turning down any work until we're at spread capacity.

Thank you. Our next question comes from Andrew Wittmann from Robert W. Baird. Please go ahead.

Good morning, thanks for taking my question. Wanted to ask about Howard Partners. We've seen some news out of them that they're making some investments. First off, can you talk about what's going on with Howard and how much capital that you might need to put into that venture?

Well, Howard is doing exactly what we expected them to do, they're building out infrastructure in the Eagle Ford, which is one of the most dynamic shale plays in the world, certainly in the United States. So we will continue to look at opportunities to invest with them. To-date, we've invested $93 million and we're certainly happy with that. Not only is it a great investment for us, it's bringing opportunities for -- construction opportunities for us in the Eagle Ford as well. We'll continue to evaluate whether investments are prudent going forward with Howard Energy. But certainly we're very pleased with what we've done to-date and the opportunities it has brought to us.

Derrick, just in terms of the equity and income line that is a result of that. As you look into 2013 here, can you just give us some color as to how you expect that might grow or change?

I think that overall, it probably will remain somewhat comparable to 2012. There will be some offsets to that, as we've got pluses and minuses from various investments that are running through that line. But overall I think for the year, I would expect something along the lines of around $1 million in total for that line.

Thank you. The next question comes from John Rogers from Davidson. Please go ahead.

Hi, good morning.

Hey, John.

Jim, first of all, you gave some comments relative to the distribution work in the Pipeline business. You had roughly $1.5 billion in revenue there. Is that the right way to think about your smaller pipeline capacity? Is it in that range?

I'm having a hard -- you're breaking up, John. I'm sorry, I can't catch the question.

I'm sorry; is that better?

Yes, sir.

Sorry, I apologize. In terms of your distribution capacity in natural gas, is it in that $1.5 billion range where you're revenue levels were this year? You mentioned there was some main line work, but just so I understand the capacity -- mainline versus smaller pipe.

Distribution is a very small part of that segment. The vast majority of the revenue in that segment is from the gathering work that we're doing.

I'm sorry, I meant gathering, as well.

I would say 70% to 80% of the revenues in that segment are from gathering. Then the rest of the 20% would be made up of pipeline, integrity, gas distribution, and so forth. Now, with that said, distribution is also a significant opportunity for us because they're undergoing the same regulatory issues, as far as integrity and upgrading the distribution systems, and that's a big opportunity that goes hand in hand with the same comments that I made about pipeline integrity. It's a growth opportunity for us over the next few years.

Then, just as a follow-up. You mentioned some the of the returns on capital in your various businesses. What's the gap right now between the returns in the Electric Power versus the Natural Gas business? How long before they start to -- before the natural gas catches up with the kinds of returns you're getting in the Power business?

This is Derrick. The primary driver of that would be the commentary that Jim has made relative to -- when any of the main line pipeline would come about. I think Jim has alluded to several times that, overall, we look for 9% to 12% margin expectation for all of our segments. But what it would take for a pipeline segment currently to get to that range is the addition of some of the main line construction that we're talking about. Once some of the main line construction came about with even a few projects, we think we would be able to get into that 9% to 12% range which would be comparable to what you saw in the Electric Power.

Thank you. There appears to be no further questions. Please continue with any other points you wish you raise.

I'd like to thank you all for participating in our fourth quarter and full year 2012 conference call. We appreciate your questions and your ongoing interest in Quanta. Thank you. This concludes our call.

This concludes the Quanta Services Fourth Quarter and Full Year 2012 Earnings Conference Call. Thanks for participating. You may now disconnect.