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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: August 21, 2002 Commission File No. 001-13783 INTEGRATED ELECTRICAL SERVICES, INC. (Exact name of registrant as specified in its charter) DELAWARE 76-0542208 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1800 West Loop South Suite 500 Houston, Texas 77027 (Address of principal executive offices) (zip code) Registrant's telephone number, including area code: (713) 860-1500 ITEM 5. OTHER EVENTS On August 20, 2002 Integrated Electrical Services, Inc. issued a press release announcing the repurchase of up to 2 million shares of its common stock. The press release is attached as an exhibit hereto. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (C) Exhibits Exhibit No. Description ----------- ----------- 99.1 Press Release dated August 20, 2002 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned, thereunto duly authorized. INTEGRATED ELECTRICAL SERVICES, INC. By: /s/ David A. Miller ---------------------------------- David A. Miller Chief Accounting Officer Dated: August 21, 2002 EXHIBIT INDEX
Exhibit No. Description - ----------- ----------- 99.1 Press Release dated August 20, 2002
EXHIBIT 99.1 NEWS RELEASE Contacts: William W. Reynolds, CFO Integrated Electrical Services, Inc. 713-860-1500 Ken Dennard/kdennard@easterly.com Karen Roan/karen@easterly.com Easterly Investor Relations 713-529-6600 INTEGRATED ELECTRICAL SERVICES ANNOUNCES STOCK REPURCHASE PROGRAM Company to Repurchase Up To 2 Million Shares of Common Stock HOUSTON -- August 20, 2002 -- Integrated Electrical Services, Inc. (NYSE: IES) announced today that its board of directors has authorized a Stock Repurchase Program under which up to 2 million shares of the company's common stock may be repurchased. Commenting on the repurchase plan, Roddy Allen, president and chief executive officer of Integrated Electrical Services, stated, "The board's decision to adopt this stock repurchase program reflects our confidence in the future prospects for our company. We believe the repurchase of our stock represents a compelling investment opportunity and is a prudent use of our capital." Under the Stock Repurchase Plan, the company may conduct purchases through open market transactions in accordance with applicable securities laws. The amount of shares purchased and the timing of any purchases will be based on a number of factors, including the number of shares needed to fulfill requirements of employee benefit plans, the market price of the stock, market conditions, and as the company's management deems appropriate. Integrated Electrical Services, Inc. is a leading national provider of electrical solutions to the commercial and industrial, residential and service markets. The company offers electrical system design and installation, contract maintenance and service to large and small customers, including general contractors, developers and corporations of all sizes. For additional corporate information, please visit our web site at www.ies-co.com. This press release includes certain statements, including statements relating to the Company's expectations of its future operating results, that may be deemed to be "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are based on the Company's expectations and involve risks and uncertainties that could cause the Company's actual results to differ materially from those set forth in the statements. Such risks and uncertainties include, but are not limited to, the inherent uncertainties relating to estimating future results, fluctuations in operating results because of downturns in levels of construction, incorrect estimates used in entering into fixed price contracts, difficulty in managing the operation and growth of existing and newly acquired businesses, the high level of competition in the construction industry and due to seasonality. The foregoing and other factors are discussed in the Company's filings with the Securities and Exchange Commission, including the Company's Annual Report on Form 10-K for the year ended September 30, 2001.