Integrated Electrical Services, Inc. Completes Acquisition of MISCOR Group, Ltd.

  Integrated Electrical Services, Inc. Completes Acquisition of MISCOR Group,
  Ltd.

Business Wire

HOUSTON -- September 13, 2013

Integrated Electrical Services, Inc. (NASDAQ:IESC) (“IES”) today announced
that it has completed its acquisition of MISCOR Group, Ltd. (“MISCOR”), a
provider of electrical and mechanical solutions to customers both in the
United States and abroad. The acquisition of MISCOR is part of IES’ strategic
plan to invest in companies that meet our strategic and financial criteria and
allow us to accelerate the utilization of our net operating loss
carryforwards.

At special meetings held on September 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
$4.1million 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.

Forward-Looking Statements

Information set forth herein contains “forward-looking statements” (as defined
in Section 21E of the Securities Exchange Act of 1934, as amended), within the
safe harbor provisions of the Private Securities Litigation Reform Act of
1995, which reflect IES’ expectations regarding future events. The
forward-looking statements involve substantial risks and uncertainties that
could significantly affect expected results, and actual future results and IES
stockholder value could differ materially from those described in these
statements. Such forward-looking statements include, but are not limited to,
statements about the benefits of the merger, including future financial and
operating results, accretion to IES’ earnings per share arising from the
transaction, the expected amount and timing of cost savings and operating
synergies, the new combined company’s business strategy, plans, market and
other expectations, objectives, intentions and other statements that are not
historical facts.

The following additional factors, among others, could cause actual results to
differ from those set forth in the forward-looking statements: the inability
to achieve, or difficulties and delays in achieving, synergies and cost
savings relating to the merger; the ability of IES to enter into, and the
terms of, future contracts; the impact of governmental laws and regulations;
the adequacy of sources of liquidity; the ability of IES to retain certain
employees key to the ongoing success of the combined company and the
availability of other skilled personnel; the effect of litigation, claims and
contingencies; the inability to carry out plans and strategies as expected;
future capital expenditures and refurbishment, repair and upgrade costs;
delays in refurbishment and upgrade projects; the sufficiency of funds for
required capital expenditures, working capital and debt service; liabilities
under laws and regulations protecting the environment; and the impact of
acquisition accounting. Additional factors that may affect future results are
contained in IES’ and MISCOR’s filings with the SEC, which are available at
the SEC’s web site http://www.sec.gov. IES disclaims any duty to update and
revise statements contained in these materials based on new information or
otherwise.

About Integrated Electrical Services, Inc.

Integrated Electrical Services, Inc. is a holding company that owns and
manages multiple operating subsidiaries, currently comprised of providers of
industrial products and infrastructure services to a variety of end markets.
Our 3,000 employees serve clients in the United States and abroad. For more
information about IES, please visit www.ies-corporate.com.

Contact:

Integrated Electrical Services, Inc.
James Lindstrom, 203-992-1111
CEO
or
ICR Inc.
Phil Denning, 203-682-8246
phil.denning@icrinc.com
 
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