Form 8-K · Current report
Vertiv 8-K, filed Sep 2, 2026
- Filed
- CIK
- 0001674101
- Accession no.
- 0001193125-26-379306
Summary
Vertiv Holdings Co subsidiary Vertiv Corporation agreed to acquire Utility Innovation Holdings, Inc. (UtilityInnovation Group), a microgrid controls and behind-the-meter power architecture provider, for approximately $1.45 billion in cash at closing plus up to $1.15 billion in cash earnout tied to EBITDA targets over 12- and 24-month periods. The deal, expected to close in the fourth quarter of 2026, is subject to the expiration or termination of the Hart-Scott-Rodino waiting period and other customary conditions, and Vertiv expects to fund it from existing resources.
Key points
- Vertiv expects the acquisition to add microgrid controls, onsite generation and energy storage orchestration, and behind-the-meter power architecture to its power and cooling portfolio.
- Vertiv estimated the $1.45 billion purchase price at roughly 13x expected UIG 2027 EBITDA and said it expects the deal to be accretive to adjusted earnings per share in the first year after completion.
- UIG Founder and CEO Sidney Hinton said Vertiv's scale and infrastructure portfolio make it a strong strategic fit for UIG's microgrid controls and power architecture expertise.
- J.P. Morgan Securities LLC advised Vertiv and Morgan Stanley & Co. LLC advised UIG, with Buchanan Ingersoll & Rooney PC and Davis Polk & Wardwell LLP as legal counsel.
Written by an AI model from the filing text. It can be incomplete or wrong; the filing on SEC.gov is the record.
Items reported
- 1.01Entry into a Material Definitive Agreement
- 7.01Regulation FD Disclosure
- 9.01Financial Statements and Exhibits
From the filing
Item 1.01 Entry Into a Material Definitive Agreement Agreement and Plan of Merger Vertiv Corporation, an Ohio corporation (“Buyer”) and Vultra Merger Sub, Inc., a Delaware corporation (“Merger Sub”), a wholly-owned subsidiary of Buyer, and each an indirect wholly-owned subsidiary of Vertiv Holdings Co, a Delaware corporation (the “Company”), entered into an agreement and plan of merger, dated as of September 1, 2026 (the “Acquisition Agreement”), pursuant to which, subject to the terms of the Acquisition Agreement, Merger Sub shall be merged (the “Merger”) with and into Utility Innovation Holdings, Inc., a Delaware corporation (“Target”), with Target being the surviving corporation and…
An excerpt of the text as filed with the SEC, cut for length.
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