MASTEC INC
For the period ended Mar 31, 2025. Filed May 1, 2025.
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Mar 31, 2025 · Filed May 1, 2025
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Related Party Transactions
Note 13 –Related Party Transactions
The Company rents and leases equipment and purchases certain supplies and servicing from CCI, an entity in which Juan Carlos Mas, who is an immediate family member of the Company’s CEO and its Chairman of the Board, serves as the chairman. Additionally, a member of management of a MasTec subsidiary and an entity that is owned by the Mas family are minority owners of CCI. For the three month periods ended March 31, 2025 and 2024, MasTec paid CCI approximately $1.4 million and $5.8 million, respectively, for such services, and related amounts payable totaled approximately $0.7 million as of both March 31, 2025 and December 31, 2024. The Company also rents equipment to CCI and revenue from such rentals totaled approximately $0.2 million for the three month period ended March 31, 2025, and for the three month period ended March 31, 2024, there wasno revenue from such arrangements.
MasTec has a subcontracting arrangement with an entity for the performance of construction services, the minority owners of which include an entity controlled by Jorge Mas and José R. Mas, along withtwo members of management of a MasTec subsidiary. For the three month periods ended March 31, 2025 and 2024, MasTec incurred subcontracting expenses in connection with this arrangement of approximately $0.1 million and $3.7 million, respectively.
MasTec has an aircraft leasing arrangement with an entity that is owned by Jorge Mas. For the three month periods ended March 31, 2025 and 2024, MasTec paid approximately $1.4 million and $1.6 million, respectively, related to this leasing arrangement.
MasTec performs construction services on behalf of a professional Miami soccer franchise (the “Franchise”) in which Jorge Mas and José R. Mas are majority owners. Construction services include, and have included, the construction of a soccer facility and stadium as well as wireless infrastructure services. Construction services related to site preparation for a new soccer complex began in 2023. For the three month periods ended March 31, 2025 and 2024, revenue under these arrangements totaled approximately $10.9 million and $5.0 million, respectively, and related amounts receivable totaled approximately $16.4 million and $12.8 million as of March 31, 2025 and December 31, 2024, respectively. Payments for other expenses related to the Franchise totaled approximately $0.4 million and $0.2 million for the three month periods ended March 31, 2025 and 2024, respectively.
MasTec has a subcontracting arrangement to perform construction services for an entity in which José R. Mas had a minority interest, and a member of management of a MasTec subsidiary owned the remaining interest. On January 1, 2024, MasTec acquired José R. Mas’ interest in this entity for approximately $0.7 million.
MasTec has split dollar life insurance agreements with trusts, for one of which Jorge Mas is a trustee, and for the other of which José R. Mas is a trustee. As of both March 31, 2025 and December 31, 2024, life insurance assets associated with these agreements totaled approximately $27.5 million.
In any given year, the Company may engage in certain transactions on behalf of or to former owners of acquired businesses (“former owners”) and/or entities in which members of subsidiary management have ownership or commercial interests (“related entities or entity”). A summary of these related party transactions for the periods indicated is noted below.
MasTec purchases, rents and leases equipment and purchases various types of supplies and services used in its business, and from time to time, rents equipment to, sells certain supplies, or performs construction services on behalf of, related entities. For the three month periods ended March 31, 2025 and 2024, payments to these related entities totaled approximately $7.4 million and $10.3 million, respectively, and revenue from such arrangements totaled approximately $1.6 million and $4.4 million, respectively. Payables associated with such arrangements totaled approximately $4.9 million and $2.8 million as of March 31, 2025 and December 31, 2024, respectively. As of March 31, 2025 and December 31, 2024, accounts receivable, net, less deferred revenue related to these arrangements totaled receivables of approximately $1.4 million and $3.9 million, respectively.
During the three month period ended March 31, 2025, the Company paidno amounts on behalf of or to former owners, and during three month period ended March 31, 2024, the Company paid $0.2 million of such amounts, which are obligated to be repaid under the provisions of the related purchase agreements. As of March 31, 2025, there wereno related amounts receivable, and as of December 31, 2024, amounts receivable for such payments totaled approximately $0.2 million.
Additionally, the Company has certain arrangements with a related entity, including a fee arrangement in conjunction with a $15.0 million letter of credit issued by the Company on behalf of this entity. Income recognized in connection with these arrangements totaled approximately $0.2 million for both the three month periods ended March 31, 2025 and 2024. As of March 31, 2025 and December 31, 2024, related amounts receivable totaled approximately $0.5 million and $0.4 million, respectively. This letter of credit was cancelled as of March 31, 2025.
Non-controlling interests in entities consolidated by the Company represent ownership interests held by members of management of certain of the Company’s subsidiaries. The Company sold certain minority interests in these entities to members of management of a MasTec subsidiary for $7.1 million of notes receivable in a prior year. These notes, of which approximately $3.0 million and $3.2 million was outstanding as of March 31, 2025 and December 31, 2024, respectively, are recorded within other current or long-term assets, as appropriate, in the consolidated financial statements. The notes bear interest at a rate of 5.0% per annum, and for both the three month periods ended March 31, 2025 and 2024, the Company recognized an immaterial amount of interest income related to these notes.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are not historical facts but are the intent, belief, or current expectations of our business and industry and the assumptions upon which these statements are based. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. All comments concerning our expectations for future revenue and operating results are based on our forecasts for our existing operations and do not include the potential impact of any future acquisitions, dispositions or other strategic arrangements. Words such as “anticipates,” “expects,” “intends,” “will,” “could,” “would,” “should,” “may,” “plans,” “believes,” “seeks,” “estimates,” “forecasts,” “continue,” “targets” and variations of these words and negatives thereof and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and are subject to risks, uncertainties, assumptions and other factors, some of which are beyond our control, are difficult to predict, and could cause actual results to differ materially from those expressed or forecasted in the forward-looking statements. Additionally, many of these risks and uncertainties could be amplified by the potential effects of general economic and market conditions, including levels of inflation and market interest rates, geopolitical events, market uncertainty and/or volatility.
These risks and uncertainties include those described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and elsewhere in this report and in our 2024 Annual Report on Form 10-K (“2024 Form 10-K”), including those described under “Cautionary Statement Regarding Forward-Looking Statements” and “Risk Factors,” as updated by Item 1A, “Risk Factors” in this report and other filings we make with the SEC. Forward-looking statements that were true at the time made may ultimately prove to be incorrect or false. Readers are cautioned to not place undue reliance on forward-looking statements, which reflect management’s view only as of the date of this report. We undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results.
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