Vertiv has completed its acquisition of UtilityInnovation Group for approximately $1.45 billion in upfront cash, with the transaction potentially reaching $2.6 billion if up to $1.15 billion of additional contingent consideration is earned.
The contingent payments are based on UtilityInnovation Group, or UIG, achieving specified EBITDA targets over 12-month and 24-month periods.
At the $1.45 billion initial purchase price, Vertiv said the acquisition represents approximately 13 times UIG’s expected 2027 EBITDA. The company expects the transaction to be accretive to adjusted earnings per share during the first full year following completion.
UIG specializes in microgrid solutions, advanced power controls, and behind-the-meter power architecture for data centers. Its capabilities include microgrid controls, orchestration of onsite generation and energy storage, and switchgear designed specifically for microgrid environments.
The acquisition extends Vertiv’s infrastructure offering further upstream toward utility interconnections and onsite power generation. Vertiv said this will enable it to provide a more coordinated power and cooling portfolio extending from the grid connection through rack-level and chip infrastructure.
The transaction is particularly focused on the growing power requirements of artificial intelligence data centers, where utility grid constraints and lengthy interconnection timelines can delay new capacity.
Vertiv said UIG’s technology can help customers develop behind-the-meter power capacity beyond what the electric grid alone can provide, giving data center operators greater flexibility in how they source and manage electricity.
The combined offering is also designed to remain independent of any single generation technology or supplier.
J.P. Morgan Securities served as financial advisor to Vertiv, while Buchanan Ingersoll & Rooney acted as legal counsel. Morgan Stanley advised UIG financially, with Davis Polk & Wardwell serving as its legal counsel.
Vertiv operates in more than 130 countries and provides power, cooling, IT infrastructure, software, analytics, and lifecycle services for data centers, communications networks, and commercial and industrial facilities.
KEY QUOTES:
“We are pleased to welcome the UIG team to Vertiv. As AI data center operators work to accelerate deployment in an increasingly power-constrained environment, access to power has become a critical competitive advantage. With UIG now part of Vertiv, we can extend our capabilities upstream to the utility interconnect and onsite power sources, creating a coordinated solution, from behind-the-meter power generation to chip, that helps customers achieve faster time to power without tying them to a single generation technology or supplier.”
Giordano Albertazzi, CEO Of Vertiv
“UIG is excited to advance its mission to solve the power constraints that are slowing AI data center development. As part of Vertiv, we will be able to bring our microgrid and behind-the-meter power expertise to a broader set of customers globally, helping accelerate deployment of the critical infrastructure needed to support the growth of AI.”
Sidney Hinton, Founder And CEO Of UtilityInnovation Group
