NORWALK, CONNECTICUT, August 1, 2007 - EMCOR Group, Inc. (NYSE: EME) announced today that it will hold a special meeting of its stockholders on September 18, 2007 at 10:00 EDT at its corporate offices located at 301 Merritt Seven, Norwalk, CT 06851. The purpose of the meeting is to obtain stockholder approval of a proposed amendment to the Company's Restated Certificate of Incorporation to increase the number of shares of common stock the Company has authority to issue from 80 million to 200 million.
Recently, the Company declared a two-for-one stock split effected as a stock dividend. Only approximately eight million shares remain authorized and available for future issuance after taking into account shares reserved for issuance under the Company's equity based compensation plans and programs.
The Company believes that the proposed amendment is in the best interests of its stockholders as it would provide the Company with additional authorized but unissued shares of common stock for issuance to meet its business needs as they arise without the expense or delay of convening special meetings of stockholders to approve additional authorized shares at that time. Business needs that may require additional authorized but unissued shares may include stock dividends or stock splits, equity financings, acquisitions and/or new employee benefit plans.
The Company has set August 14, 2007 as the record date for determination of stockholders entitled to receive notice of and to vote at the special meeting. A proxy statement on Schedule 14A detailing the foregoing is expected to be filed shortly with the Securities and Exchange Commission.
This release may contain certain forward-looking statements within the meaning of the Private Securities Reform Act of 1995. Any such comments are based upon information available to EMCOR management and its perception thereof, as of this date, and EMCOR assumes no obligation to update any such forward-looking statements. These forward-looking statements may include statements regarding market opportunities, market share growth, gross profit, backlog mix, projects with varying profit margins, and selling, general and administrative expenses. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Accordingly these statements are no guarantee of future performance. Such risk and uncertainties include, but are not limited to, adverse effects of general economic conditions, changes in the political environment, changes in the specific markets for EMCOR's services, adverse business conditions, availability of adequate levels of surety bonding, increased competition, unfavorable labor productivity and mix of business. Certain of the risks and factors associated with EMCOR's business are also discussed in the Company's 2006 Form 10-K, its Form 10-Q for the second quarter ended June 30, 2007, and in other reports filed from time to time with the Securities and Exchange Commission. All these risks and factors should be taken into account in evaluating any forward-looking statements.
EMCOR GROUP, INC.
CONTACT:
R. Kevin Matz
Senior VP, Shared Services
(203) 849-7938
FD Investors:
Eric Boyriven
(212) 850-5600
Linden Alschuler & Kaplan, Inc.
Media: Hannah Arnold
(212) 575-4545
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