UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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On January 15, 2021, Primoris Services Corporation, a Delaware corporation (“we,” “us,” “our,” “Primoris” or the “Company”), filed a Current Report on Form 8-K (the “Original Form 8-K”) to report the completion of its acquisition of Future Infrastructure Holdings, LLC (“Future”). The Original Form 8-K did not include the financial statements of Future or the pro forma unaudited financial information of the combined company. This Amendment No.1 to the Original Form 8-K (the “Amended Form 8-K”) is filed to include the financial statement information required under Item 9.01 of Form 8-K in connection with the acquisition of Future.
This Amended Form 8-K amends the Original Form 8-K to include the financial statements and pro forma financial information required by Item 9.01 of Form 8-K. Except for the filing of such financial statements and pro forma information, this Amended Form 8-K does not modify or update other disclosures in, or exhibits to, the Original Form 8-K.
Item 9.01 Exhibits
| (a) | Financial statements of business acquired. |
The audited consolidated financial statements of Future as of and for the years ended December 31, 2020 and 2019 is filed as Exhibit 99.1 to this Amended Form 8-K and incorporated by reference herein.
| (b) | Pro forma financial information. |
The required unaudited pro forma consolidated combined financial information with respect to the Company’s acquisition of Future is filed as exhibit 99.2 to this Amended Form 8-K and incorporated by reference herein.
(d) Exhibits.
| Exhibit No. | Description | |
| 23.1 | Consent of Grant Thornton LLP. | |
| 99.1 | The audited consolidated financial statements of Future as of and for the years ended December 31, 2020 and 2019. | |
| 99.2 | Unaudited pro forma consolidated combined financial statements as of and for the year ended December 31, 2020. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and included in Exhibit 101). |
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SIGNATURES
Pursuant to the requirements 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.
| PRIMORIS SERVICES CORPORATION | ||
| Dated: March 9, 2021 | By: | /s/ Kenneth M. Dodgen |
| Kenneth M. Dodgen | ||
| Executive Vice President, Chief Financial Officer |
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