Vertiv Holdings Co., a global leader in critical digital infrastructure, announced its wholly-owned subsidiary, Vertiv Corporation, has completed its acquisition of Utility Innovation Holdings, Inc., which operates as UtilityInnovation Group (“UIG”) for approximately $1.45 billion in upfront cash.
The transaction includes additional contingent consideration of up to $1.15 billion in cash based on achieving certain earnings before interest, taxes, depreciation and amortization (“EBITDA”) targets over 12- and 24-month periods.
At the approximately $1.45 billion purchase price, the acquisition represents approximately 13x expected UIG 2027 EBITDA. The EBITDA multiple is anticipated to be significantly lower if the full earnout is paid. Vertiv expects the acquisition to be accretive to adjusted earnings per share in the first year following completion.
UIG is a leader in microgrid solutions, advanced power controls and behind-the-meter power architecture design for data centers. The acquisition extends Vertiv upstream to the grid interconnect, adding microgrid controls, onsite generation and energy storage orchestration, and behind-the-meter power architecture. These capabilities are expected to help data center operators secure power faster as grid constraints increasingly limit AI infrastructure deployment.
The Vertiv and UIG combination is expected to give customers greater flexibility in how they source, manage and scale power as data center requirements evolve by:
- Accelerating access to power to ease or eliminate dependence on utility interconnection timelines,
- Enabling Behind the Meter (BTM) site capacity to scale beyond what the grid alone can provide, and
- Providing a single accountable relationship from grid interconnect through rack-level infrastructure.
J.P. Morgan Securities LLC acted as financial advisor to Vertiv, and Buchanan Ingersoll & Rooney PC served as legal counsel. Morgan Stanley & Co. LLC acted as financial advisor to UIG, and Davis Polk & Wardwell LLP served as legal counsel.
