The acquisition of MISCOR is part of IES' plan to invest in companies that meet its strategic and financial criteria.
Integrated Electrical Services, Inc. has completed its acquisition of MISCOR Group, Ltd. The acquisition of MISCOR is part of IES' strategic plan to invest in companies that meet its strategic and financial criteria and allow it to accelerate the use of its net operating loss carrying forward.
At special meetings held on Sept. 12, 2013, 80.4% of MISCOR's shareholders voted to approve the merger of MISCOR with and into IES Subsidiary Holdings, Inc., a wholly-owned subsidiary of IES, and 82.7% of IES' stockholders voted to issue shares of IES common stock to MISCOR shareholders in connection with the merger.
Pursuant to the merger agreement, at the effective time of the merger, each issued and outstanding share of MISCOR common stock was converted into the right to receive, at the election of the holder, either stock consideration of 0.3118 shares of IES common stock or cash consideration of $1.48. IES issued approximately 2.8 million shares of common stock and paid approximately $4.1 million in cash to MISCOR shareholders in connection with the merger. The shares of IES common stock issued to MISCOR shareholders in connection with the merger represent approximately 15.6% of the shares of IES common stock issued and outstanding immediately after effectiveness of the merger.