DYCOM INDUSTRIES INC 8-K/A Filing

Key Financial Figures

• $0.33 — ich registered Common stock, par value $0.33 1/3 per share DY New York Stock Exc
• $1,950,000,000 — The base price for the Transaction is $1,950,000,000, which will be subject to customary clo
• $292,500,000 — ycom Common Stock, which value is equal $292,500,000 (15% of the base price and valued with
• $1,000 million — Parties have committed to provide (i) a $1,000 million senior secured term loan A facility (th
• $700 million — (the " Term Loan A Facility "), (ii) a $700 million 364 day senior secured bridge loan faci
• $445 million — " Acquisition Facilities ") and (iii) a $445 million senior secured term loan A backstop fac

Filing Documents

• d82388d8ka.htm (8-K/A) — 43KB
• 0001193125-25-291378.txt ( ) — 165KB
• dy-20251118.xsd (EX-101.SCH) — 3KB
• dy-20251118_lab.xml (EX-101.LAB) — 18KB
• dy-20251118_pre.xml (EX-101.PRE) — 11KB
• d82388d8ka_htm.xml (XML) — 5KB

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 2.1 Unit Purchase Agreement, dated November 18, 2025, by and between Dycom Industries, Inc., Project Eastern Shore, LLC, and Power Solutions, LLC 99.1 Press Release, dated November 19, 2025 104 Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document) Schedules have been omitted pursuant to Item 601(a)(5) and Item 601(b)(2) of Regulation S-K. Dycom hereby undertakes to furnish supplemental copies of any of the omitted schedules upon request by the Securities and Exchange Commission (the " SEC "); provided, however, that Dycom may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act, for any schedules so furnished.

Forward Looking Statements

Forward Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include those related to the proposed transaction by Dycom of Power Solutions, statements about the potential benefits of the proposed transaction, and the anticipated timing of closing of the proposed transaction. Forward-looking statements are based on management's expectations, estimates and projections, are made solely as of the date these statements are made, and are subject to both known and unknown risks and uncertainties that may cause the actual results and occurrences discussed in these forward-looking statements to differ materially from those referenced or implied in the forward-looking statements contained in this press release. The most significant of these known risks and uncertainties are described in Dycom's Form 10-K, Form 10-Q, and Form 8-K reports (including all amendments to those reports) and include future economic conditions and trends including the potential impacts of an inflationary economic environment, changes in government policies and laws affecting our business, including related to funding for infrastructure projects and tariff policies or changes to tax laws, changes to customer capital budgets and spending priorities, the availability and cost of materials, equipment and labor necessary to perform our work, the adequacy of Dycom's insurance and other reserves and allowances for credit losses, whether the carrying value of Dycom's assets may be impaired, the future impact of any acquisitions or dispositions, adjustments and cancellations of Dycom's projects, the impact to Dycom's backlog from project cancellations or postponements, the impacts of pandemics and public health emergencies, the impact of varying climate and weather conditions, the anticipated outcome of other contingent events, including litigation or regulatory actio