SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 6)
Quanta Services, Inc.
(Name of Issuer)
Common Stock, $0.00001 par value
(Title of Class of Securities)
74762E102
(CUSIP Number)
Dale J. Wolf, Secretary, UtiliCorp United Inc.
20 West Ninth Street, Kansas City, Missouri 64105 (816) 421-6600
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
with a copy to:
Dennis P. Wilbert, Esq., Blackwell Sanders Peper Martin LLP, 2300
Main Street
Kansas City, Missouri 64108 (816) 983-8124.
January 5, 2000
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition that is the subject of this
Schedule 13D, and is filing this schedule because of Rule
13d-1(e), 13d-1(f), or 13d-1(g), check the following box.
NOTE: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all
exhibits. See Section 240.13d-7(b) for other parties to whom copies
are to be sent.
The information required on the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
<TABLE>
<CAPTION>
<S> <C>
- --------- ---------------------------------------------------------------
1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF
ABOVE PERSONS (entities only)
UtiliCorp United Inc. #440541877
- --------- ---------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(SeeInstructions)
(a)
(b) X
- --------- ---------------------------------------------------------------
3 SEC USE ONLY
- --------- ---------------------------------------------------------------
4 SOURCE OF FUNDS (See Instructions)
WC
- --------- ---------------------------------------------------------------
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
- --------- ---------------------------------------------------------------
6 CITIZENSHIP OR PLACE OR ORGANIZATION
Delaware
- --------- ---------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES 11,359,088
BENEFICIALLY ------- -------------------------------------------------
OWNED BY EACH 8 SHARED VOTING POWER
REPORTING NONE#
PERSON WITH ------- -------------------------------------------------
9 SOLE DISPOSITIVE POWER
11,359,088
------- -------------------------------------------------
10 SHARED DISPOSITIVE POWER
None
- --------- ---------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
11,359,088
- --------- ---------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES(See Instructions)
X
- --------- ---------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN
ROW (11)
35.8%**
- --------- ---------------------------------------------------------------
14 TYPE OF REPORTING PERSON (See Instructions)
CO
- --------- ---------------------------------------------------------------
</TABLE>
* This representation is qualified by the fact that, as described
in Item 4 of the Schedule 13D, UtiliCorp has the ability to
vote or direct the vote of the shares subject to the
Stockholder's Agreements only in two limited, tax-related
circumstances. UtiliCorp expressly disclaims beneficial
ownership to any shares of Common Stock that are subject to the
Stockholder's Agreements.
** Based on information provided by Issuer as of September 21,
1999. This percentage is obtained by using 31,679,990
shares, the total number of Issuer's issued and outstanding
Common Stock, as the denominator. However, the percentage of
Common Stock owned by UtiliCorp on a fully diluted basis is
23.1%. This fully diluted percentage is obtained by using
49,090,066 shares as the denominator, which includes (a)
31,679,990 shares of Issuer's issued and outstanding Common
Stock; (b) Issuer's Convertible Preferred Stock held by
UtiliCorp that can be converted into approximately 6,200,000
shares of Common Stock, (c) the Convertible Subordinated Notes
held by Enron Capital & Trade Resources Corp. that can be
converted into 3,589,091 shares of Common Stock, (d) 4,289,534
shares of Common Stock issuable under Issuer's 1997 Stock
Option Plan, and (e) 3,331,451 shares of Limited Vote Common
Stock.
<PAGE>
AMENDMENT NO. 6 TO
STATEMENT ON SCHEDULE 13D
INTRODUCTION
All information herein with respect to UtiliCorp United
Inc., a Delaware corporation ("UtiliCorp"), and the common stock,
par value $0.00001 per share, of Quanta Services, Inc., a
Delaware corporation ("Issuer") (the "Common Stock"), is correct
to the best knowledge and belief of UtiliCorp. The Schedule 13D
originally filed on October 4, 1999 on behalf of UtiliCorp and
five amendments thereto filed on October 8, 1999, October 14,
1999, October 20, 1999, October 26, 1999 and November 9, 1999,
respectively, on behalf of UtiliCorp are incorporated by
reference and amended as follows.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION, ITEM
4. PURPOSE OF TRANSACTION, AND ITEM 5. INTEREST IN SECURITIES
OF THE ISSUER.
Pursuant to a letter dated October 4, 1999 from Quanta,
UtiliCorp completed the purchase of 38,485 shares of Common
Stock by exercising its pre-emptive right (as provided under
that certain Investor's Rights Agreement dated as of
September 21, 1999) for $1,041,591 on December 10, 1999. On
December 23, 1999, UtiliCorp purchased 15,000 shares of
Common Stock in a series of broker-assisted purchases on the
open market for an aggregate purchase price of $377,927.
Pursuant to stock purchase agreements dated as of September
24, 1999 (as amended on November 3, 1999), UtiliCorp
completed the purchase of 266,948 shares of Common Stock
with 3 of the Issuer's record stockholders for an aggregate
purchase price of $6,940,648 on January 5, 2000. The funding
for these purchases was provided by UtiliCorp internally
generated funds.
The aggregate number of Common Stock described in the
preceding paragraph is 320,433 shares, which represent 1% of
Issuer's issued and outstanding Common Stock (based on the
number of shares of Common Stock of the Issuer outstanding
as of September 21, 1999), or 0.6% on a fully diluted
basis. In aggregate, UtiliCorp beneficially owns 11,359,088
shares of Issuer's outstanding Common Stock, which represent
35.8% of Issuer's issued and outstanding Common Stock, or
23.1% on a fully diluted basis.
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of the
undersigned's knowledge and belief, the undersigned hereby
certifies that the information set forth in this statement is
true, complete and correct.
Dated: January 12, 2000 UtiliCorp United
Inc.
By: /s/ Dale J. Wolf
Name: Dale J. Wolf
Title: Secretary
