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EME > SEC Filings for EME > Form 8-K on 29-Jul-2013All Recent SEC Filings

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Form 8-K for EMCOR GROUP INC


29-Jul-2013

Completion of Acquisition or Disposition of Assets, Financial Statements and Exhi


Item 2.01. Completion of Acquisition or Disposition of Assets.

On July 29, 2013, EMCOR Group, Inc. (the "Company"), a Delaware corporation, completed its acquisition of all of the outstanding capital stock of RepconStrickland, Inc., a Delaware corporation (along with its subsidiaries, "RepconStrickland"), pursuant to a Purchase and Sale Agreement (the "Purchase Agreement") dated June 17, 2013 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"). As a result of the acquisition, RepconStrickland became a wholly owned subsidiary of the Company.

Of the approximately $455 million paid to, or for the account of Sellers, $25,750,000 was placed into escrow to secure certain indemnification obligations of Sellers.

RepconStrickland is a provider to the North American refinery and petrochemical markets of recurring turnaround and specialty services, including shutdowns, overhauls, revamps, capital projects, engineering and constructability reviews, project management, welding services, refractory services, tower services and emergency repair.

The foregoing discussion of the Purchase Agreement does not purport to be complete and is subject to and qualified in its entirety by reference to the full text of such agreement. A copy of the Purchase Agreement is attached as Exhibit 2.1 of the Company's Form 8-K dated June 17, 2013 and is incorporated by reference into this Item 2.01.

A copy of the Company's press release dated July 29, 2013 announcing the completion of the acquisition is attached as Exhibit 99.1



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 Press Release dated July 29, 2013.


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