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EME > SEC Filings for EME > Form 8-K on 18-Jun-2013All Recent SEC Filings

Show all filings for EMCOR GROUP INC

Form 8-K for EMCOR GROUP INC


18-Jun-2013

Entry into a Material Definitive Agreement, Financial Statements and Exhibits


Item 1.01. Entry into a Material Definitive Agreement.

On June 17, 2013, EMCOR Group, Inc. (the "Company"), a Delaware corporation, entered into a Purchase and Sale Agreement (the "Purchase Agreement") with Texas Turnaround LLC, a Delaware limited liability company, Altair Strickland Group, Inc., a Texas corporation, Rep Holdings LLC, a Texas limited liability company, ASG Key Employee LLC, a Texas limited liability company, Repcon Key Employee LLC, a Texas limited liability company, Gulfstar MBII, Ltd., a Texas limited partnership, The Trustee of the James T. Robinson and Diana J. Robinson 2010 Irrevocable Trust, The Trustee of the Steven Rothbauer 2012 Descendant's Trust, The Co-Trustees of the Patia Strickland 2012 Descendant's Trust, The Co-Trustees of the Carter Strickland 2012 Descendant's Trust, and The Co-Trustees of the Walton 2012 Grandchildren's Trust (collectively, "Sellers") for the Company to acquire all of the outstanding capital stock of RepconStrickland, Inc., a Delaware corporation (along with its subsidiaries, "RepconStrickland"), in exchange for approximately $455 million in cash to be paid to Sellers. The acquisition will be financed through a combination of available cash and borrowings under the Company's revolving credit facility.

Consummation of the transaction is subject to customary closing conditions, including the expiration or termination of any required waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and the absence of a material adverse effect on RepconStrickland.

The foregoing description of the Purchase Agreement is qualified in its entirety by reference to the full text thereof attached as an exhibit to this filing.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

         Exhibit 2.1  Purchase and Sale Agreement, dated as of June 17, 2013 by and
                      among Texas Turnaround LLC, a Delaware limited liability company,
                      Altair Strickland Group, Inc., a Texas corporation, Rep Holdings
                      LLC, a Texas limited liability company, ASG Key Employee LLC, a
                      Texas limited liability company, Repcon Key Employee LLC, a Texas
                      limited liability company, Gulfstar MBII, Ltd., a Texas limited
                      partnership, The Trustee of the James T. Robinson and Diana J.
                      Robinson 2010 Irrevocable Trust, The Trustee of the Steven
                      Rothbauer 2012 Descendant's Trust, The Co-Trustees of the Patia
                      Strickland 2012 Descendant's Trust, The Co-Trustees of the Carter
                      Strickland 2012 Descendant's Trust, and The Co-Trustees of the
                      Walton 2012 Grandchildren's Trust (collectively, "Sellers") and
                      EMCOR Group, Inc.

Exhibit 99.1 Press Release dated June 17, 2013.*

* This filing excludes schedules pursuant to Item 601(b)(2) of Regulation S-K. Registrant will furnish the omitted schedules to the Securities and Exchange Commission upon request by the Commission.


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