View:
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/Amendment No. 1
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
March 11, 1994
Date of report (Date of earliest event reported)_______________________________
MasTec, Inc.
_______________________________________________________________________________
Delaware 0-3797 59-1259279
_______________________________________________________________________________
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
8600 N.W. 36th Street, Miami, Florida 33166
_______________________________________________________________________________
(Address of Principal Executive Offices) (Zip Code)
(305) 599-1800
Registrant's telephone number, including area code_____________________________
_______________________________________________________________________________
(Former Name or Former Address, if Changed Since Last Report)
Page 1 of 31
MasTec, Inc.
FORM 8-K
Item 7. (a) Financial Statements of Business Acquired
Page
Number
Reports of Independent Accountants 3-5
Combined Balance Sheets at December 31, 1993 and 1992 6-7
Combined Statements of Income and Retained Earnings
for the three years ended December 31, 1993 8
Combined Statements of Cash Flows for the three 9-10
years ended December 31, 1993
Notes to Combined Financial Statements 11-28
Financial Statement Schedules
V - Property, Plant and Equipment 29
VI - Accumulated Depreciation 30
Interim financial statements for the Company are included in
Form 10-Q for the three months ended March 31, 1994 and are
hereby incorporated by reference.
(b) Pro Forma Financial Information
The Pro Forma financial information required by this
Item is included in Note 13 to the Combined Financial
Statements filed under Item 7 (a) above.
Pro forma interim financial information for the Company is
included in Form 10-Q for the three months ended March 31, 1994
and are hereby incorporated by reference.
Page 2 of 31
Report of Independent Accountants
To the Boards of Directors and
Shareholders of Church & Tower Group
In our opinion, the combined financial statements listed in the accompanying
index present fairly, in all material respects, the financial position of the
Church & Tower Group at December 31, 1993, and the results of their operations
and their cash flows for the year in conformity with generally accepted
accounting principles. These financial statements are the responsibility of
the Group's management; our responsibility is to express an opinion on these
financial statements based on our audit. We conducted our audit of these
statements in accordance with generally accepted auditing standards
which require that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting principles
used and significant estimates made by management, and evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for the opinion expressed above.
PRICE WATERHOUSE
Miami, Florida
April 22, 1994
Page 3 of 31
Report of Predecessor Independent Accountants
To the Boards of Directors and
Shareholders of Church & Tower Group
We have audited the combined financial statements of the Church & Tower Group
listed in the accompanying index as of December 31, 1992 and for each of the
two years then ended. These financial statements are the responsibility of the
Group's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We did not audit the financial statements of 9001 Joint Venture, a joint venture
that is majority-owned by a company in the Group, for the years ended December
31, 1992 and 1991. These statements reflect total assets of $3,064,573 as of
December 31, 1992 and total revenues of $14,495,378 and $8,240,290 for each of
the two years ended December 31, 1992, respectively. Those statements were
audited by other auditors whose report has been furnished to us, and our
opinion, insofar as it relates to the amounts included for 9001 Joint Venture,
is based solely on the reports of other auditors.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits and the report of other
auditors provide a reasonable basis for our opinion.
In our opinion, based upon our audits and the report of other auditors, the
combined financial statements referred to above present fairly, in all material
respects, the financial position of the Church & Tower Group as of December 31,
1992 and the results of their operations and their cash flows for each of the
two years ended December 31, 1992 in conformity with generally accepted
accounting principles.
VICIANA AND SHAFER
Coral Gables, Florida
June 15, 1993
Page 4 of 31
Report of Independent Accountants
To the partners of
9001 Joint Venture
We have audited the balance sheet of 9001 Joint Venture as of December 31, 1992
and the related statements of earnings, partners' capital, and cash
flows for each of the two years then ended. These financial statements are the
responsibility of the company's management. Our responsibility is to express
an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of
material misstatements. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of 9001 Joint Venture as of
December 31, 1992 and the results of its operations and its cash flows for each
of the two years then ended in conformity with generally accepted accounting
principles.
E.F. ALVAREZ & COMPANY
Miami, Florida
March 15, 1993
Page 5 of 31
CHURCH & TOWER GROUP
COMBINED BALANCE SHEETS
December 31, 1993 and 1992
Assets 1993 1992
- ------- ---- ----
Cash and cash equivalents $ 8,929,967 $ 10,190,412
Accounts receivable, net of allowance
for doubtful accounts of $250,000
in 1993 6,350,434 6,738,906
Contract receivables 400,000 2,542,833
Other current assets 186,234 129,558
------------ ------------
Total current assets 15,866,635 19,646,709
------------ ------------
Investment in unconsolidated joint
ventures 152,725 5,000
------------ ------------
Property and equipment, net 4,632,321 3,655,855
------------ ------------
Other assets 673,122 135,142
------------ ------------
Total assets $ 21,324,803 $ 23,442,706
============ ============
The accompanying notes are an integral part of these combined financial
statements.
Page 6 of 31
CHURCH & TOWER GROUP
COMBINED BALANCE SHEET
December 31, 1993 and 1992
Liabilities and Shareholders' Equity 1993 1992
- ------------------------------------ ---- ----
Current liabilities:
Accounts payable and accrued expenses $ 3,323,865 $ 4,291,580
Billings in excess of costs and
estimated earnings on uncompleted
contracts - 1,527,012
Current maturities of long-term notes
payable 508,364 691,667
Current portion of notes payable to
shareholders 500,000 -
Other current liabilities 2,442,911 153,267
Deficit in unconsolidated joint
venture's capital account - 215,772
------------ ------------
Total current liabilities 6,775,140 6,879,298
Notes payable 1,079,201 855,219
Notes payable to shareholders 2,500,000 -
------------ ------------
Total liabilities 10,354,341 7,734,517
------------ ------------
Commitments and contingencies - -
------------ ------------
Minority interest in consolidated
joint venture 28,197 17,751
------------ ------------
Shareholders' equity:
Common stock 1,025,000 1,025,000
Retained earnings 9,917,265 14,665,438
------------ ------------
Total shareholders' equity 10,942,265 15,690,438
------------ ------------
Total liabilities and
shareholders' equity $ 21,324,803 $ 23,442,706
============ ============
The accompanying notes are an integral part of these combined
financial statements.
Page 7 of 31
CHURCH & TOWER GROUP
COMBINED STATEMENTS OF INCOME AND RETAINED EARNINGS
Three Years Ended December 31, 1993
1993 1992 1991
---- ---- ----
Contract revenue $ 44,683,403 $ 34,135,788 $ 31,588,228
------------ ------------ ------------
Costs and expenses:
Cost of contract revenue (exclusive
of depreciation shown separately
below) 28,729,144 22,162,792 22,969,522
Depreciation 609,268 371,488 359,236
General and administrative expenses 9,870,635 3,289,163 2,795,528
Interest expense 133,572 33,525 28,779
Interest income (314,524) (206,881) (226,722)
Other, net 80,532 (209,444) (85,295)
------------ ------------ ------------
Total costs and expenses 39,108,627 25,440,643 25,841,048
------------ ------------ ------------
Income from operations 5,574,776 8,695,145 5,747,180
Equity in earnings (losses) of
unconsolidated joint ventures 1,187,497 (372,972) 179,051
Minority interest in earnings of
consolidated joint venture (10,446) (42,618) (625,542)
------------ ------------ ------------
Net income 6,751,827 8,279,555 5,300,689
------------ ------------ ------------
Retained earnings, beginning of year
(as restated for reverse acquisition) 14,665,438 8,411,017 6,271,083
Distributions to shareholders (11,500,000) (2,025,134) (3,160,755)
------------ ------------ ------------
Retained earnings, end of year $ 9,917,265 $ 14,665,438 $ 8,411,017
============ ============ ============
Earnings per common share $ 0.66 $ 0.81 $ 0.52
============ ============ ============
The accompanying notes are an integral part of these combined
financial statements.
Page 8 of 31
CHURCH & TOWER GROUP
COMBINED STATEMENTS OF CASH FLOWS
Three Years Ended December 31, 1993
1993 1992 1991
---- ---- ----
Cash flows from operating activities:
Net income $ 6,751,827 $ 8,279,555 $ 5,300,689
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation and amortization 609,268 371,488 359,236
Loss on disposition of assets 282,640 - -
Equity in (earnings) losses of
unconsolidated joint ventures (1,187,497) 372,972 (179,051)
Minority interest in net income of
consolidated joint venture 10,446 42,618 625,542
Changes in assets and liabilities:
Decrease (increase) in net accounts
receivable 433,472 (4,304,916) 994,082
Decrease (increase) in contract
receivables 2,142,833 (758,645) (1,423,863)
Decrease (increase) in other
current assets 111,324 (567,371) 111,775
(Increase) in other assets (537,980) (91,037) -
(Decrease) increase in accounts
payable and accrued expenses (967,715) 2,520,005 667,310
Increase (decrease) in other
current liabilities 2,289,644 179,624 (167,472)
(Decrease) increase in billings
in excess of costs and estimated
earnings on uncompleted
contracts (1,527,012) 1,284,095 56,109
------------ ------------ ------------
Net cash provided by operating
activities 8,411,250 7,328,388 6,344,357
------------ ------------ ------------
Cash flows from investing activities:
Distribution from unconsolidated joint
venture 1,484,000 48,000 24,051
Investments in unconsolidated joint
ventures (660,000) (190,578) -
Investment in joint venture - (5,000) -
Purchases of equipment, net (2,036,374) (1,739,864) (327,288)
------------ ------------ ------------
Net cash used in investing activities (1,212,374) (1,887,442) (303,237)
------------ ------------ ------------
Page 9 of 31
CHURCH & TOWER GROUP
COMBINED STATEMENTS OF CASH FLOWS
Three Years Ended December 31, 1993
Cash flows from financing activities:
Proceeds from notes payable 989,271 1,700,000 -
Principal payments on notes payable (948,592) (201,751) (14,728)
Distributions to shareholders (8,500,000) (2,025,134) (3,160,755)
Distributions to partners of
consolidated joint venture - - (602,549)
Repayment of loans from affiliates - (334,610) -
------------ ------------ ------------
Net cash used in financing activities (8,459,321) (861,495) (3,778,032)
------------ ------------ ------------
Net increase (decrease) in cash and
cash equivalents (1,260,445) 4,579,451 2,263,088
Cash and cash equivalents, beginning
of year 10,190,412 5,610,961 3,347,873
------------ ------------ ------------
Cash and cash equivalents, end of
year $ 8,929,967 $10,190,412 $ 5,610,961
============ ============ ============
Supplemental disclosure of cash flow
information:
Cash paid during the year for
interest $ 133,570 $ 33,525 $ 4,496
============ ============ ============
Supplemental disclosure of noncash financing activities:
During 1993, the Group declared distributions to shareholders of $11,500,000.
Of the amounts declared, $8,500,000 was paid in cash and $3,000,000 remains
payable at December 31, 1993 as notes payable to shareholders.
The accompanying notes are an integral part of these combined
financial statements.
Page 10 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Church & Tower Group (the Group) represents the combination of two Florida
corporations, Church & Tower of Florida, Inc. (CT Florida) and Church & Tower,
Inc. (CT), which, prior to March 11, 1994, were owned by members of the Mas
family. Effective March 11, 1994, the Group was acquired by Burnup & Sims Inc.
See Note 2.
CT Florida, established in 1969, is engaged in the construction and maintenance
of outside plant (underground cable and conduit, aerial lines, manholes, etc.)
for utility companies servicing the geographical areas of Dade and Broward
counties in South Florida. CT, incorporated in 1990 under the laws of the
State of Florida, engages in construction contracts and serves, primarily, as
CT Florida's manpower and equipment subcontractor.
CT Florida holds three Master Contracts with BellSouth Telecommunications (Bell
South). The contracts expire at various times through 1996, and provide for
annual price revisions based on changes in the construction price index, as
calculated and published by the U.S. Department of Commerce. CT Florida also
provides construction services under individual contracts to Bell South and
Miami-Dade Water & Sewer Authority (Miami-Dade).
In 1990, CT formed 9001 Joint Venture for the purpose of constructing a
detention center for Metro-Dade County. From its initial 60% interest in the
joint venture, CT increased its participation to 89.8% and 99.7% during 1991
and 1992, respectively. Accordingly, the accounts of 9001 Joint Venture have
been consolidated with the accounts of CT in the accompanying combined financial
statements.
Also in 1990, CT entered into a joint venture agreement with an international
construction contractor. In this venture, CT has had a 20% interest in two
governmental projects and accounts for its investment under the equity method.
Effective June 1, 1992, CT merged its operations with those of Communication
Contractors, Inc. (CCI) in a transaction accounted for as a pooling of
interests. CCI, also wholly owned by a member of the Mas family, provided
construction subcontracting services (manpower and equipment) to CT Florida
during the year ended December 31, 1991 and for the period from January 1, 1992
through May 31, 1992. The accompanying financial statements for 1992 and 1991
include the operations of CCI.
In the latter part of 1992, the Company entered into a joint venture for the
removal of debris related to Hurricane Andrew. The Company has a 25% interest
in this venture and recorded approximately $1,087,000 of income during 1993
related to its equity in the earnings of this venture. The venture was
essentially completed in 1993.
A summary of the significant accounting policies followed in the preparation of
the accompanying combined financial statements is presented below:
Page 11 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
Principles of combination
The combined financial statements include the accounts of CT Florida and CT and
their majority owned joint venture. All significant intercompany balances and
transactions have been eliminated.
Revenue recognition
Revenues and related costs for short term construction projects are recognized
when the projects are completed.
Revenues from long term construction contracts are recognized under the
percentage-of-completion method. Provisions for estimated losses on uncompleted
contracts are made in the period in which such losses are determined.
Billings in excess of costs and estimated earnings on uncompleted contracts are
classified as current liabilities and represent billings in excess of revenues
recognized.
Property and equipment, net
Property and equipment are recorded at cost, less accumulated depreciation.
Depreciation is computed using the straight line method over the estimated
useful lives of the related assets. Leasehold improvements are amortized over
the shorter of the term of the lease or the estimated useful lives of the
improvements. Expenditures for repairs and maintenance are charged to expense
as incurred. Expenditures for betterments and major improvements are
capitalized.
Beginning in 1993, the Group changed prospectively the estimated useful life of
construction and excavation equipment from 10 to 7 years. This change in
estimated useful lives did not have a material effect on the 1993 financial
statements.
Income taxes
CT Florida and CT have elected to be taxed under the Subchapter S provisions of
the Internal Revenue Code, which provide that taxable income is to be included
in the Federal income tax returns of the individual shareholders. Accordingly,
no provision for income taxes has been recorded in the accompanying combined
statements of income and retained earnings.
As explained in Note 2, the Group has been acquired by Burnup & Sims Inc.
("Burnup"). As a result of this acquisition, the Group will be taxed as a C
Corporation. Upon its change in tax status, the Group will record income taxes
under the provisions of Statement of Financial Accounting Standards (SFAS) No.
109, Accounting for Income Taxes, which requires the Group to use the liability
method of accounting for income taxes based on temporary taxable and deductible
differences between the tax bases of the Group's assets and liabilities and
their financial reporting bases. The change in tax status by the Group is
expected to result in a net deferred tax asset of approximately $435,000 due
to the tax effect of deductible temporary differences, principally related to
certain provisions recorded at December 31, 1993 related to environmental and
other matters.
Page 12 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
Earnings per share
Earnings per share for the three years ended December 31, 1993, were computed
using the number of shares outstanding after giving effect to the exchange of
shares at March 11, 1994 as described in Notes 2 and 10.
Cash and cash equivalents
The Group has defined cash and cash equivalents as those highly liquid
investments purchased with an original maturity of three months or less.
Environmental expenditures
Environmental expenditures that result from the remediation of an existing
condition caused by past operations, that do not contribute to current or
future revenues, are expensed. Liabilities are recognized when
cleanup is probable and the cost can be reasonably estimated.
Reclassifications
Certain accounts in the accompanying combined financial statements for the
years ended December 31, 1992 and 1991 have been reclassified for comparative
purposes.
2 - ACQUISITION:
On October 15, 1993, the shareholders of the Group entered an agreement, as
amended, pursuant to which the Group was acquired, through an exchange of
stock, effective March 11, 1994, by Burnup, a publicly traded company with
business activities similar to the Group. As a result of the acquisition,
the shareholders of the Group received approximately 65% of the shares of
Burnup in exchange for 100% of the shares of CT and CT Florida. The reverse
acquisition was accounted for as a purchase of Burnup by the Group. The name
of the resulting merged entity was changed to MasTec, Inc. ("MasTec"). The
results of operations of the Group will be included with those of MasTec for
periods subsequent to the effective date of the acquisition.
3 - RELATED PARTY TRANSACTIONS:
The Group rents and purchases construction equipment from affiliates. During
1993, 1992 and 1991, the Group incurred approximately $249,000, $222,000 and
$497,000 of equipment rental expense and purchased approximately $1,432,000,
$127,000 and $605,000, respectively, from these affiliates.
Additionally, at December 31, 1993 and 1992 the Group had recorded $97,450 and
$42,839 as amounts due from affiliates. These amounts are included in accounts
receivable in the accompanying combined balance sheets.
Page 13 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
During 1993, the Group declared distributions to shareholders of $11,500,000.
Of the amounts declared, $8,500,000 was paid in cash and $3,000,000 remains
payable at December 31, 1993 in the form of notes payable to shareholders. The
notes bear interest at the prime rate of interest plus 2% (8% at December 31,
1993) and are payable in semi-annual instalments of $500,000 beginning in
August 1994, plus accrued interest, through February 1998. The loans are
unsecured.
The Group is a party to certain non-cancelable operating leases expiring
October 1998 with an affiliate related to its equipment yards. Annual rental
payments are $48,000.
4 - SIGNIFICANT CUSTOMERS AND CONCENTRATION OF CREDIT RISK:
The Group provides construction services primarily to BellSouth and Miami-Dade.
As a result, the Group is exposed to a concentration of credit risk with
respect to these customers. Revenues from BellSouth and Miami-Dade for the
years ended December 31, 1993, 1992 and 1991 were approximately $29.1 million,
$22.3 million and $15.7 million; and $4.4 million, $1.9 million and $1.1
million, respectively. Accounts receivable from BellSouth and Miami-Dade at
December 31, 1993 and 1992 were $3.3 million and $5.7 million; and $2.4 million
and $108,000, respectively.
In addition, the Group, through its 9001 Joint Venture, recognized revenue from
Metro-Dade County in connection with the construction of the detention center
of approximately $10.7 million, $8.2 million and $14.4 million during the years
ended December 31, 1993, 1992 and 1991, respectively. At December 31, 1993
and 1992 there were contracts receivable from Metro-Dade County in the amount
of $400,000 and $2,542,833, respectively.
5 - PROPERTY AND EQUIPMENT:
Property and equipment was comprised of the following as of December 31, 1993
and 1992:
Estimated
useful lives
1993 1992 (in years)
------------ ------------ ----------
Land $ 216,395 $ 216,395 -
Buildings and improvements 526,942 526,942 5-30
Machinery and Equipment 4,881,088 4,262,138 7-10
Office furniture and equipment 442,390 457,473 10
------------ ------------
6,066,815 5,462,948
Less-accumulated depreciation (1,434,494) (1,807,093)
------------ ------------
$ 4,632,321 $ 3,655,855
============ ============
Page 14 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
6 - OTHER ASSETS:
Included in other assets at December 31, 1993, are approximately $541,000 of
deferred costs related to the acquisition of Burnup.
7 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES:
At December 31,1993 and 1992, accounts payable and accrued expenses consisted
of the following:
1993 1992
---- ----
Trade accounts payable $ 1,740,623 $ 3,278,170
Accrued insurance premiums 818,000 640,000
Accrued payroll 240,814 193,693
Bank overdraft - 9001 Joint
Venture 281,500 -
Other accrued expenses 242,928 179,717
------------ ------------
$ 3,323,865 $ 4,291,580
============ ============
8 - COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS:
Billings in excess of costs and estimated earnings on uncompleted contracts
with Metro-Dade County at December 31, 1992, were as follows:
Costs incurred on uncompleted
contracts $ 18,119,364
Estimated earnings 5,079,299
-------------
23,198,663
Less - billings to date (24,725,675)
--------------
$ (1,527,012)
==============
Page 15 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
9 - NOTES PAYABLE:
Notes payable at December 31, 1993 and 1992 consisted of:
1993 1992
---- ----
Instalment note payable to bank,
original amount of $2 million
fully disbursed in January 1993,
due in monthly instalments of
$41,667 plus interest at 7.7%
through January 1997, collateralized
by receivables and equipment. $ 1,561,112 $ 1,010,729
Note payable to bank, payable in
monthly instalments of $19,444 plus
interest at Prime plus 1/2%
(6 1/2% at December 31, 1992)
beginning in May 1992 through April
1995, collateralized by receivables
and equipment. - 502,778
Other 26,453 33,379
------------- ------------
1,587,565 1,546,886
Less - current maturities (508,364) (691,667)
------------- ------------
$ 1,079,201 $ 855,219
============= ============
Principal maturities are as follows:
1994 $ 508,364
1995 508,365
1996 569,477
1997 1,359
-----------
$ 1,587,565
===========
10 - SHAREHOLDERS' EQUITY:
As a result of the reverse acquisition by the Group of Burnup in March 1994,
described in Note 2, the Group's historical shareholders' equity has been
retroactively restated in the accompanying combined balance sheets at
December 31, 1993 and 1992. The restatement gives effect to the number of
shares of MasTec received by the Group at the date of acquisition, as well as
the par value of the shares received. The effect of the restatement is as
follows:
Page 16 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
Additional
Common paid in Treasury Retained
stock capital stock earnings
1993 ------ ---------- -------- ---------
- ----
Historical amount $ 6,000 $ 42,000 $ (14,169) $ 10,908,434
Adjustment for reverse
acquisition 1,019,000 (42,000) 14,169 (991,169)
----------- ----------- ----------- -------------
Restated balances $ 1,025,000 $ - $ - $ 9,917,265
=========== =========== =========== =============
1992
Historical amount $ 6,000 $ 42,000 $ (14,169) $ 15,656,607
Adjustment for reverse
acquisition 1,019,000 (42,000) 14,169 (991,169)
----------- ----------- ----------- -------------
Restated balances $ 1,025,000 $ - $ - $ 14,665,438
=========== =========== =========== =============
MasTec shares have a $.10 par value.
The weighted average number of shares outstanding used in the computations of
earnings per share are summarized as follows:
1993 1992 1991
---- ---- ----
Weighted average common
shares outstanding 6,000 6,000 6,000
Adjustment for shares
received in connection
with the reverse acquisition
of Burnup 10,244,000 10,244,000 10,244,000
---------- ---------- ----------
Weighted average shares
used in the per share
computations 10,250,000 10,250,000 10,250,000
========== ========== ==========
Page 17 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
11 - BUSINESS SEGMENTS:
Business segment information is summarized as follows:
(In thousands)
1993 1992 1991
---- ---- ----
Contract revenue:
Utility services $ 34,010 $ 25,896 $ 17,093
General construction 10,673 8,240 14,495
---------- ---------- ----------
Total $ 44,683 $ 34,136 $ 31,588
========== ========== ==========
Income from operations:
Utility services $ 9,351 $ 8,472 $ 3,900
General construction 2,266 2,149 2,747
Corporate (6,042) (1,926) (900)
---------- ---------- ----------
Total $ 5,574 $ 8,695 $ 5,747
========== ========== ==========
Identifiable assets:
Utility services $ 17,405 $ 17,726 $ 6,658
General construction 400 3,065 2,738
Corporate 3,520 2,651 2,337
---------- ---------- ----------
Total $ 21,325 $ 23,442 $ 11,733
========== ========== ==========
Depreciation expense:
Utility services $ 609 $ 371 $ 359
---------- ---------- ----------
Total $ 609 $ 371 $ 359
========== ========== ==========
Capital expenditures:
Utility services $ 2,036 $ 1,740 $ 327
---------- ---------- ----------
Total $ 2,036 $ 1,740 $ 327
========== ========== ==========
The Group's operations are organized into two principal business segments -
utility services and general construction. Income from operations consists of
income before equity in earnings of unconsolidated joint ventures and minority
interest in earnings of consolidated joint venture. There are no material
intersegment sales or transfers. Identifiable assets are those assets used for
operations in each business segment. Corporate assets are principally invested
cash and investments in unconsolidated joint ventures.
Page 18 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
12 - COMMITMENTS AND CONTINGENCIES:
In connection with certain construction contracts, the Company has signed
certain agreements of indemnity in the aggregate amount of approximately $20
million, of which approximately $9 million relate to the uncompleted portion of
contracts in process. These agreements are to secure the fulfillment of
obligations and performance of the related contracts. Management believes that
no losses will be sustained from these agreements.
Federal, state and local laws and regulations govern the Group's operation of
underground fuel storage tanks. The Group is in the process of removing,
restoring and upgrading these tanks, as required by the applicable laws, and
has identified certain tanks and surrounding soil which will require remedial
cleanups.
Under the terms of the contract with Metro-Dade County, the Group has provided
a warranty to the County with respect to materials and workmanship for a one
year period from the date of substantial completion, as defined in the
contract. In management's opinion, no significant losses are expected as a
result of this warranty.
Jorge Gamez, as Personal Representative of the Estate of Jorge A. Gamez,
deceased, vs. Church & Tower, Inc., a Florida corporation, et al. Civil Action
93-07318 CA 20, filed in the Circuit Court of the 11th Judicial Circuit in and
for Dade County, Florida on March 22, 1993, as amended on April 20, 1994, to
include MasTec, Inc. The claim alleges that a Group employee was negligent in
the operation of a truck and trailer combination which resulted in a death.
Although no amounts are stated in the preliminary case filings, the plaintiff
has made a demand for $7.2 million.
During the year ended December 31, 1993, the Group provided approximately
$2.3 million, net of $1 million of insurance coverage, related to the above
matters. This amount has been included in other current liabilities in the
accompanying combined balance sheet at December 31, 1993. Management believes,
based on consultations with its legal and other advisors, that the amount
provided is adequate to cover the estimated losses expected to be incurred in
connection with these matters.
In November 1993, Albert H. Kahn (the "plaintiff") filed a class action and
derivative complaint, Civil Action 13248, (the "1993 Complaint") against
Burnup, the members of Burnup's Board of Directors, CT, CT Florida, Jorge Mas
Canosa, Jorge Mas and Juan Carlos Mas (CT, CT Florida, Jorge Mas Canosa, Jorge
Mas and Juan Carlos Mas are referred to as the "CT Defendants"). In December
1993, plaintiff amended the 1993 Complaint ("1993 Amended Complaint").
The 1993 Amended Complaint alleges, among other things, that (i) the Burnup's
Board of Directors and National Beverage Corp. ("NBC"), as Burnup's largest
stockholder at the time, breached their respective fiduciary duties by approv-
the acquisition which, according to the allegations of the 1993 Complaint,
benefits Mr. Caporella at the expense of Burnup's stockholders, (ii) the CT
Defendants had knowledge of the fiduciary duties owed by NBC and Burnup's Board
Page 19 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
of Directors and knowingly and substantially participated in their breaches
thereof, (iii) the Special Transaction Committee of Burnup's Board of Directors
which approved the Acquisition Agreement and Redemption was not independent
and, as such, was not in accordance with the 1990 Settlement, (iv) Burnup's
Board of Directors breached its fiduciary duties by failing to take an active
and direct role in the sale of the Company and failing to ensure the
maximization of stockholder value in the sale of control of the company; and (v)
Burnup's Board of Directors and NBC, as Burnup's largest stockholder, breached
their respective fiduciary duties by failing to disclose completely all material
information regarding the acquisition. The 1993 Complaint also claims
derivatively that each member of Burnup's Board of Directors engaged in
mismanagement, waste and breach of their fiduciary duties in managing Burnup's
affairs. On November 29, 1993, plaintiff filed a motion for an order
preliminarily and permanently enjoining the acquisition. On March 7, 1994, the
court heard arguments with respect to plaintiff's motion to enjoin the
acquisition and on March 10, 1994, the court denied plaintiff's request for
injunctive relief.
The Company believes that the allegations in the 1993 Complaint and the 1993
Amended Complaint are without merit, and intends to vigorously defend this
action.
Effective January 1994, the Group entered into a non-cancelable operating lease
for its office facilities. Future minimum rentals under the lease agreement
are $123,900 for 1994 and 1995.
13 - CONSOLIDATED PRO FORMA FINANCIAL INFORMATION (UNAUDITED):
The following unaudited pro forma consolidated statements of income of
Burnup and the CT Group for the years ended December 31, 1992 and 1993 are
presented as if the acquisition had occurred on January 1, 1992. The unaudited
pro forma consolidated balance sheet is presented as if the acquisition had
occurred on December 31, 1993.
The pro forma data is presented for informational purposes only and may not be
indicative of the future results of operations or financial position of MasTec,
or what the results of operations or financial position of MasTec would have
been if the acquisition had occurred on the dates set forth.
These pro forma consolidated financial statements should be read in
conjunction with the historical combined financial statements and notes
thereto of the CT Group included herein.
Page 20 of 31
As discussed in Note 1, the acquisition will be treated as a "reverse
acquisition" for financial reporting purposes, with the CT Group considered to
be the acquiring entity. As a result, the pro forma adjustments include
adjustments to reflect the estimated fair values of the net assets of Burnup;
the capital structure has been adjusted to reflect the outstanding capital
structure of the surviving legal entity. MasTec has not yet finalized the
allocation of the purchase price but believes that a substantial portion of
the purchase price ultimately will be allocated to property and real estate
investments. The purchase accounting adjustments have been made assuming a
fair value of $5.60 per share for Burnup's Common Stock, which was determined
in accordance with Accounting Principles Board Opinion No. 16 "Business
Combinations" using the average trading price for the period from the date the
acquisition was announced to the date of consummation (March 11, 1994). The
fair value approximates the price determined by the CT Group and Burnup in
arriving at the number of shares to be issued.
The unaudited pro forma consolidated financial statements are derived from
the historical financial statements of Burnup and the CT Group. The pro forma
consolidated balance sheet combines Burnup's January 31, 1994 balance
sheet with the CT Group's December 31, 1993 balance sheet. The pro forma
consolidated statements of income combine Burnup's historical statements of
operations for the twelve months ended January 31, 1994 and 1993 with the CT
Group's historical statements of income for the fiscal year ended December
31, 1993 and 1992, respectively.
Page 21 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
MasTec, Inc.
PROFORMA CONSOLIDATED BALANCE SHEET (UNAUDITED)
(IN THOUSANDS)
CT GROUP BURNUP
December January PRO FORMA CONSOLIDATED
31, 1993 31, 1994 ADJUSTMENTS PROFORMA
--------- -------- ----------- ----------
ASSETS
Current Assets
Cash and Cash Equivalents $ 8,930 $ 6,605 $ (227) (2) $ 15,308
Accounts Receivable-Net
and Unbilled Revenues 6,751 18,369 25,120
Other Current Assets 186 14,500 (2,500) (1) 12,186
--------- ---------- ------------ ----------
Total Current Assets 15,867 39,474 (2,727) 52,614
--------- ---------- ------------ ----------
Investment in NBC 0 28,495 (17,401) (1)(3) 11,094
Property-Net 4,632 16,875 22,541 (3) 44,048
Goodwill 0 3,174 665 (3) 3,839
Other Assets 826 13,780 10,911 (3) 25,517
--------- ---------- ------------ ----------
TOTAL ASSETS $ 21,325 $ 101,798 $ 13,989 $ 137,112
========= ========== ============ ==========
Page 22 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
MasTec, Inc.
PRO FORMA CONSOLIDATED BALANCE SHEET (UNAUDITED)
(IN THOUSANDS)
CT GROUP BURNUP
December January PRO FORMA CONSOLIDATED
31, 1993 31, 1994 ADJUSTMENTS PROFORMA
--------- -------- ----------- ----------
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Current Maturities of Debt $ 1,008 $ 3,930 $ $ 4,938
Accounts Payable and
Accrued Expenses 3,324 11,815 5,092 (2)(5) 20,231
Other Current Liabilities 2,443 6,421 8,864
--------- ---------- ------------- ---------
Total Current Liabilities 6,775 22,166 5,092 34,033
Other Liabilities 28 13,616 9,517 (3)(4)(5) 23,161
--------- ---------- ------------ ----------
Long-Term Debt 3,579 32,028 35,607
--------- ---------- ------------ ----------
Shareholders' Equity
Common Stock 1,025 1,602 (1,024) (1)(2) 1,603
(7)
Capital Surplus 72,860 (30,587) (1)(2) 42,273
(5)(6)(7)
Retained Earnings 9,918 33,666 (43,149) (4)(6)(8) 435
Treasury Stock (74,140) 74,140 (7) 0
--------- ---------- ------------ ----------
Total Shareholders' Equity 10,943 33,988 (620) 44,311
--------- ---------- ------------ ----------
$ 21,325 $ 101,798 $ 13,989 $ 137,112
========= ========== ============ ==========
Page 23 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
MasTec, Inc.
PROFORMA CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
(In Thousands Except Per Share Amounts)
TWELVE MONTHS ENDED
CT GROUP BURNUP
December January PRO FORMA CONSOLIDATED
31, 1993 31, 1994 ADJUSTMENTS PROFORMA
--------- ---------- ----------- ---------
Revenues $ 44,683 $ 137,732 $ $ 182,415
--------- ---------- ------------ ----------
Costs and Expenses
Costs of Revenues (exclusive
of depreciation and
amortization shown separately
below) 28,729 125,378 154,107
General and Administrative 9,870 18,528 28,398
Depreciation and Amortization 609 5,169 (2,450) (1) 3,328
Interest Expense 134 4,047 153 (2) 4,334
Interest and Dividend Income (315) (3,922) 2,685 (3) (1,552)
Other 81 (1,247) (1,166)
--------- ---------- ------------ ----------
Total Costs and Expenses 39,108 147,953 388 187,449
--------- ---------- ------------ ----------
Income (Loss) Before Income
Taxes, Equity in Earnings
(Losses) of Unconsolidated
Joint Ventures and Minority
Interest in Earnings of
Consolidated Joint Venture 5,575 (10,221) (388) (5,034)
Provision (Credit) for Income
Taxes 0 (2,927) 1,691 (4) (1,236)
--------- ---------- ------------ ----------
Income (Loss) Before Equity in
Earnings (Losses) of
Unconsolidated Joint Ventures
and Minority Interest in
Earnings of Consolidated
Joint Venture 5,575 (7,294) (2,079) (3,798)
Equity in Earnings (Losses) of
Unconsolidated Joint Ventures 1,187 0 1,187
Minority Interest in Earnings of
Consolidated Joint Venture (10) 0 (10)
--------- ---------- ------------ ----------
NET INCOME (LOSS) $ 6,752 $ (7,294) $ (2,079) $ (2,621)
========= ========== ============ ==========
Average Shares Outstanding(5) 10,250 8,768 (3,153) 15,865
========= ========== ============ ==========
Earnings (Loss) Per Share $ 0.66 $ (.83) $ (0.17)
========= ========== ==========
Page 24 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
MasTec, Inc.
PROFORMA CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
(In Thousands Except Per Share Amounts)
TWELVE MONTHS ENDED
CT GROUP BURNUP
December January PRO FORMA CONSOLIDATED
31, 1992 31, 1993 ADJUSTMENTS PROFORMA
--------- -------- ----------- -----------
Revenues $ 34,136 $ 143,990 $ $ 178,126
--------- ---------- ------------ ----------
Costs and Expenses
Costs of Revenues (exclusive
of depreciation and
amortization shown separately
below) 22,163 126,233 148,396
General and Administrative 3,289 17,075 20,364
Depreciation and Amortization 371 6,600 (433) (1) 6,538
Interest Expense 34 4,718 177 (2) 4,929
Interest and Dividend Income (207) (4,038) 2,685 (3) (1,560)
Other (209) (1,868) (2,077)
--------- ---------- ------------ ----------
Total Costs and Expenses 25,441 148,720 2,429 176,590
--------- ---------- ------------ ----------
Income (Loss) Before Income
Taxes, Equity in Earnings
(Losses) of Unconsolidated
Joint Ventures and Minority
Interest in Earnings of
Consolidated Joint Venture 8,695 (4,730) (2,429) 1,536
Provision (Credit) for Income
Taxes 0 (1,738) 2,135 (4) 397
--------- ---------- ------------ ----------
Income (Loss) Before Equity in
Losses of Unconsolidated Joint
Ventures and Minority Interest in
Earnings of Consolidated
Joint Venture 8,695 (2,992) (4,564) 1,139
Equity in Losses of
Unconsolidated Joint Ventures (373) 0 (373)
Minority Interest in Earnings of
Consolidated Joint Venture (42) 0 (42)
--------- ---------- ------------ ----------
NET INCOME (LOSS) $ 8,280 $ (2,992) $ (4,564) $ 724
========= ========== ============ ==========
Average Shares Outstanding(5) 10,250 8,768 (3,153) 15,865
========= ========== ============ ==========
Earnings (Loss) Per Share $ 0.81 $ (0.34) $ 0.05
========= ========== ==========
Page 25 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
Notes to Unaudited Pro Forma Financial Statements
Balance Sheet
- -------------
(1) To record exchange with NBC as follows:
(000's)
(a) redemption of subordinated debenture
and other investment included in Other
current assets $ 2,500
(b) redemption of subordinated debenture
and other indebtedness included in
Investment in NBC $ 15,401
(c) retirement of Common stock $ 315
(d) reduction in Capital surplus $ 17,586
(2) To record stock options and stock appreciation
rights ("SAR's") exercised by Burnup employees
prior to the consummation date as follows:
(a) issuance of 163,100 shares of common
stock par value $.10 $ 16
=========
(b) increase in capital surplus $ 1,027
=========
(c) net decrease in cash from exercise of
stock options and SAR's $ 227
=========
(d) decrease in accrued compensation expense
as a result of SAR's exercised $ 1,297
=========
(3) To allocate the purchase price of $32,897,000
(based on 5,777,592 shares outstanding at $5.60
per share, plus transaction cost of $550,000)
Net book value of Burnup at January 31, 1994 $ 33,988
Less: Effect of exchange with NBC and loss
for period to acquisition (21,363)
---------
Net book value at acquisition 12,625
Purchase price 32,906
---------
Excess purchase price over net assets acquired
included in Capital Surplus $ 20,281
=========
Page 26 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
Allocated as follows:
Incr. (Decr.)
in net assets
-------------
(a) Increase in Land included in Property
to fair value $20,471
(b) Increase in buildings included in
Property to fair value 2,070
(c) Increase in real estate investment
included in Other assets to fair value 10,911
(d) Decrease in value of Investment in
preferred stock and notes Receivables (2,000)
(e) Decrease in value of historical Goodwill (3,174)
(f) Increase in deferred taxes included in
Other liabilities resulting from
above adjustments (11,836)
(g) Goodwill on acquisition 3,839
--------
$20,281
========
(4) To recognize deferred tax asset of $435,000
included in Other liabilities regarding
deductible temporary differences related to
the Group.
(5) To accrue losses of $6,389,000 (related tax
benefit of $1,884,000 included in Other
liabilities) for period February 1, 1994, to
acquisition. (These losses include $2,682,000
related to non recurring expenses in connection with
the acquisition (bonus pool, transactions
costs, options and SAR's).
(6) To transfer from Retained earnings to
Capital surplus $9,918,000 of the Group's
retained earnings at December 31, 1993
considered to be permanently capitalized
undistributed earnings.
(7) To retire $7,253,375 shares in treasury stock
as follows:
Common stock $7,253,375 shares @ $.10 par value $ 725
Capital surplus 73,415
--------
$74,140
========
(8) To transfer to Capital Surplus Burnup's
Retained earnings of $33,666,000 at
January 31, 1994.
Page 27 of 31
CHURCH & TOWER GROUP
NOTES TO COMBINED FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
(Continued)
Statement of Operations
- -----------------------
(1) To record the effect on depreciation and amortization
resulting from the adjustments described above as follows:
1993 1992
---- ----
(a) depreciation expense on fair value
of buildings which were revalued
(20 year life) $279 $279
(b) elimination of historical depreciation-
of revalued buildings per
(a) above (556) (556)
(c) elimination of historical goodwill
amortization and writedown of
Goodwill in April 1993 of $2,017,000 (2,365) (348)
(d) amortization of goodwill on acquisition
of Burnup (20 years) 192 192
------ ------
($2,450) ($433)
======== ======
(2) To record increase in interest expenses as a result of the
notes payable issued to the CT Group shareholders for dividends
payable.
(3) To reverse interest income earned on NBC Subordinated Debentures
and other indebtedness and reduced other income as a
result of decreased cash.
(4) To record income tax benefit on pro forma adjustments and to
record tax provision on the income of the CT Group as follows:
1993 1992
---- ----
(a) tax benefit on pro forma
adjustments $2,536 $3,105
(b) tax provision on the income
of the CT Group (845) (970)
------ -------
$1,691 $2,135
====== =======
(5) Adjusted for redemption and issuance of shares as in the notes
to the pro forma balance sheet.
********
Page 28 of 31
CHURCH & TOWER GROUP
FINANCIAL STATEMENT SCHEDULES
DECEMBER 31, 1993
SCHEDULE V - PROPERTY, PLANT and EQUIPMENT
BALANCE ADDITIONS BALANCE
1993 12/31/92 AT COST RETIREMENTS 12/31/93
LAND $ 216,395 $ 216,395
BUILDINGS & IMPROVEMENTS 526,942 526,942
MACHINERY & EQUIPMENT 4,262,138 $ 2,095,742 $ 1,476,792 4,881,088
FURNITURE & FIXTURES 457,473 33,282 48,365 442,390
---------- ----------- ----------- -----------
TOTAL $5,462,948 $ 2,129,024 $ 1,525,157 $ 6,066,815
========== =========== =========== ===========
BALANCE ADDITIONS BALANCE
1992 12/31/91 AT COST RETIREMENTS 12/31/92
LAND $ 216,395 $ 216,395
BUILDINGS & IMPROVEMENTS 526,942 526,942
MACHINERY & EQUIPMENT 2,780,098 $1,482,040 4,262,138
FURNITURE & FIXTURES 399,318 58,155 457,473
---------- ---------- ----------- -----------
TOTAL $3,922,753 $1,540,195 $ 0 $ 5,462,948
========== ========== =========== ===========
BALANCE ADDITIONS BALANCE
1991 12/31/90 AT COST RETIREMENTS 12/31/91
LAND $ 216,395 $ 216,395
BUILDINGS & IMPROVEMENTS 525,410 $ 1,532 526,942
MACHINERY & EQUIPMENT 2,433,162 652,212 $ 305,276 2,780,098
FURNITURE & FIXTURES 383,419 15,899 399,318
---------- ---------- ----------- -----------
TOTAL $3,558,386 $ 669,643 $ 337,743 $ 3,922,753
========== ========== =========== ===========
Page 29 of 31
CHURCH & TOWER GROUP
FINANCIAL STATEMENT SCHEDULES
DECEMBER 31, 1993
SCHEDULE VI - ACCUMULATED DEPRECIATION
ADDITIONS
BALANCE CHARGED TO BALANCE
1993 12/31/92 EXPENSES RETIREMENTS 12/31/93
BUILDINGS & IMPROVEMENTS $ 203,310 $ 18,367 $ 221,677
MACHINERY & EQUIPMENT 1,302,941 524,416 $ 981,867 845,490
FURNITURE & FIXTURES 300,842 66,485 367,327
---------- ---------- ----------- -----------
TOTAL $1,807,093 $ 609,268 $ 981,867 $ 1,434,494
========== ========== =========== ===========
ADDITIONS
BALANCE CHARGED TO BALANCE
1992 12/31/92 EXPENSES RETIREMENTS 12/31/93
BUILDINGS & IMPROVEMENTS $ 184,943 $ 18,367 $ 203,310
MACHINERY & EQUIPMENT 1,096,772 206,169 1,302,941
FURNITURE & FIXTURES 234,921 65,921 300,842
---------- ---------- ----------- -----------
TOTAL $1,516,636 $ 290,457 $ 0 $ 1,807,093
========== ========== =========== ===========
ADDITIONS
BALANCE CHARGED TO BALANCE
1991 12/31/92 EXPENSES RETIREMENTS 12/31/93
BUILDINGS & IMPROVEMENTS $ 166,576 $ 18,367 $ 184,943
MACHINERY & EQUIPMENT 1,143,209 262,624 $ 309,061 1,096,772
FURNITURE & FIXTURES 180,745 54,176 234,921
---------- ---------- ----------- -----------
TOTAL $1,490,530 $ 335,167 $ 309,061 $ 1,516,636
========== ========== =========== ===========
Page 30 of 31
MasTec, Inc.
SIGNATURES
FORM 8-K
Pursuant to the requirement of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MasTec, Inc.
Registrant
Date: May 17, 1994 /s/ Carlos A. Valdes
________________________
Carlos A. Valdes
Sr. Vice-President - Finance
(Principal Financial Officer)
and
Authorized Officer of the
Registrant
Page 31 of 31