SEC Comment Letter for MYR GROUP (MYRG) — Mar 4, 2016
MYR GROUP INC.
Date: March 4, 2016 · CIK: 0000700923 · Accession: 0000000000-16-067248
AI Filing Summary & Sentiment
Letter
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE March 4, 2016 Via E -mail James P. Dough erty, Esq. Jones Day North Point 901 Lakeside Avenue Cleveland, OH 44114
Re: MYR Group Inc. Preliminary Proxy Statement on Schedule 14A Filed February 26, 2016 File No. 001 -08325
Dear Mr . Dougherty :
We have reviewed your statements and have the following comments.
Preliminary Schedule 14A 1. Please revise the cover page of your proxy statement to clearly identify it as being preliminary. See Rule 14a -6(e)(1) of Regulation 14A. 2. Please tell us where you have provided the disclosure required by Item 5(b) (vi)-(xii) of Schedule 14A. Background of Solicitation, page 16 3. Please provide us supplemental support for the December 15 E -Mail and the January 7, 2016 e -mail, each from Engine Capita l to you .
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filings to be certain that the filing includes the information the Securities Exchange A ct of 1934 and all applicable Exchange Act rules require. Since the company is in possession of all facts relating to the disclosure, it is responsible for the accuracy and adequacy of the disclosures it has made.
In responding to our commen ts, please provide a written statement from the company acknowledging that:
the company is responsible for the adequacy and accuracy of the disclosure in the filing;
James P. Dough erty, Esq. Jones Day March 4, 2016 Page 2
staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and
the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
You may contact me at (202) 551 -3619 with any questions .
Sincerely,
/s/ Daniel F. Duchovny
Daniel F. Duchovny
Special Counsel
Office of Mergers and Acquisitions
Show Raw Text
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
DIVISION OF
CORPORATION FINANCE
March 4, 2016
Via E -mail
James P. Dough erty, Esq.
Jones Day
North Point
901 Lakeside Avenue
Cleveland, OH 44114
Re: MYR Group Inc.
Preliminary Proxy Statement on Schedule 14A
Filed February 26, 2016
File No. 001 -08325
Dear Mr . Dougherty :
We have reviewed your statements and have the following comments.
Preliminary Schedule 14A
1. Please revise the cover page of your proxy statement to clearly identify it as being
preliminary. See Rule 14a -6(e)(1) of Regulation 14A.
2. Please tell us where you have provided the disclosure required by Item 5(b) (vi)-(xii) of
Schedule 14A.
Background of Solicitation, page 16
3. Please provide us supplemental support for the December 15 E -Mail and the January 7,
2016 e -mail, each from Engine Capita l to you .
We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filings to be certain that the filing includes the information the Securities Exchange A ct of
1934 and all applicable Exchange Act rules require. Since the company is in possession of all
facts relating to the disclosure, it is responsible for the accuracy and adequacy of the disclosures
it has made.
In responding to our commen ts, please provide a written statement from the company
acknowledging that:
the company is responsible for the adequacy and accuracy of the disclosure in the filing;
James P. Dough erty, Esq.
Jones Day
March 4, 2016
Page 2
staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and
the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.
You may contact me at (202) 551 -3619 with any questions .
Sincerely,
/s/ Daniel F. Duchovny
Daniel F. Duchovny
Special Counsel
Office of Mergers and Acquisitions