The acquisition, valued at approximately $1.45 billion, is expected to expand Vertiv's market opportunities in power-constrained data centers
- Adds microgrid control systems, onsite generation orchestration, microgrid-specific switchboards and behind-the-meter power architectures to Vertiv portfolio
- Extends the Vertiv portfolio of power and cooling solutions from the grid interconnect to the chip, without relying on a single generation technology or supplier
- UIG's proven team and proprietary technology will help accelerate customers' time-to-power across grid-connected or grid-agnostic architectures
Vertiv Holdings Co. (NYSE: VRT) (“Vertiv”), a global leader in critical digital infrastructure, announces that its wholly owned subsidiary Vertiv Corporation has entered into an agreement and merger plan to acquire Utility Innovation Holdings, Inc., doing business as UtilityInnovation Group (“UIG”), a leader in microgrid solutions, advanced power control systems and the design of behind-the-meter power architectures for data centers. The transaction provides for a consideration of approximately $1.45 billion in cash at closing, with an additional variable component of up to $1.15 billion in cash, subject to the achievement of certain EBITDA (earnings before interest, taxes, depreciation and amortization) targets over 12 and 24 month periods.
At the purchase price of approximately $1.45 billion, the acquisition represents approximately 13 times UIG's expected 2027 EBITDA. The EBITDA multiple is expected to be significantly lower if the earn-out is paid in full. Vertiv expects the acquisition to contribute positively to adjusted earnings per share in the first year following completion of the transaction. Strategically, the acquisition extends Vertiv's presence upstream to the interconnection with the electricity grid, adding microgrid control systems, orchestration of onsite generation and energy storage, and behind-the-meter power architectures. These capabilities should help data center operators achieve power availability more quickly, as power grid constraints are increasingly limiting the deployment of AI infrastructure.
With energy availability becoming an increasingly critical factor in data center development, architectural decisions are increasingly being made early in the planning process. Microgrid systems can coordinate onsite generation and energy storage, reduce dependence on grid energy, and support the grid itself when needed. This increases the importance of energy architecture from the early stages of a site's development, when decisions made can have significant implications for downstream infrastructure.
“For AI data center operators, competitive advantage increasingly depends on how quickly you can go from site selection to first token,” said Giordano Albertazzi, Chief Executive Officer of Vertiv. "Vertiv has the industry's most comprehensive power and cooling portfolio. With UIG, we plan to extend this portfolio upstream to grid interconnection and onsite power sources, creating a coordinated architecture from source to chip, without locking customers into a single generation technology or vendor."
Albertazzi added: "Together, we expect to be better positioned to support grid-connected sites, bridge-to-grid deployments and islanded sites powered by onsite generation, while reducing complexity from site planning through rack-level deployment. This expanded capability can help customers accelerate time-to-power and, ultimately, time-to-first-token."
Sidney Hinton, Founder and CEO of UIG, said: "UIG was founded to address the growing complexities of powering data centers through flexible, technology-agnostic architectures. Vertiv's global presence, critical infrastructure portfolio and service capabilities represent a strong strategic complement to what we have built. We believe this combination can broaden the reach of UIG's expertise in microgrid control systems and power architectures, creating greater value for customers at a time of where energy availability represents an increasingly critical constraint for the growth of data centers.”
Expanding Vertiv's capabilities in onsite power
UIG's skills and technologies complement Vertiv's existing offering:
- Experience: design and build microgrid systems for AI data center operators in the US and Europe, supported by strong utility relationships and extensive experience managing complex, large-scale deployments. UIG designs are independent of generation technology, allowing the creation of architectures based on the technologies that a given site is able to authorize, power and finance.
- Expertise: behind-the-meter power architecture design that involves customers from the early planning stages, before equipment selection. This allows Vertiv to contribute to the definition of the reference energy architecture that will guide subsequent infrastructure decisions, supported by pre-validated reference designs for grid-connected, bridge-to-grid and islanded sites.
- Technology: proprietary control platform and pre-engineered microgrid switchgear, capable of orchestrating multiple power sources in real time and coordinating them with the critical power train.
Today, Vertiv offers robust systems and controls expertise across the entire critical power chain, supported by a comprehensive portfolio of power and cooling solutions and a global service network. Together with UIG, Vertiv plans to help customers design and implement integrated energy architectures that improve speed, resiliency, efficiency and flexibility.
Among the benefits expected for customers and operators:
- Faster access to energy availability, with less dependence on connection times to the electricity grid
- Possibility of increasing the capacity of sites beyond the limits permitted by the electricity grid alone
- A single responsible interlocutor along the entire infrastructure chain, from interconnection to the network up to the infrastructure at rack level
Taken together, these capabilities should give customers greater flexibility in how they procure, manage and scale power as data center requirements evolve.
About UIG
Founded in 2020, UIG is headquartered in Raleigh, North Carolina, with a European headquarters in Dublin, Ireland, and manufacturing facilities in North Carolina and New Jersey. The company designs and builds power systems that support real-time load and frequency balancing through behind-the-meter systems and grid-connected power resources, helping to address the power needs of AI data center workloads. Its solutions include proprietary control software, custom microgrid switchboards and energy storage systems.
The transaction is subject to regulatory approvals and customary closing conditions and is currently expected to close in the fourth quarter of 2026.
J.P. Morgan Securities LLC is acting as financial advisor to Vertiv, while Buchanan Ingersoll & Rooney PC is serving as legal advisor. Morgan Stanley & Co. LLC is acting as financial advisor to UIG, and Davis Polk & Wardwell LLP is serving as legal advisor.
