MN8 Energy has agreed to acquire Greenbacker Renewable Energy Company, a US-based independent power producer (IPP), in a cash-and-equity transaction valued at up to $375m.
The merger brings together two IPP companies with combined renewable energy assets totalling more than 6GW of operating and under-construction capacity across 33 US states.
Discover B2B Marketing That Performs
Combine business intelligence and editorial excellence to reach engaged professionals across 36 leading media platforms.
According to the companies, this positions the merged entity among the three largest clean power platforms in the US.
Under the agreement, $350m will be paid at closing, with up to $25m in potential additional cash payments tied to specific commercial milestones.
The deal has been unanimously approved by both companies’ boards of directors. It is expected to be completed in the fourth quarter of 2026, pending customary regulatory clearances and approval from MN8 members and Greenbacker shareholders.
As part of the agreement, Greenbacker shareholders will receive consideration valued at approximately $1.712 per share, paid in a mix of cash and MN8 equity.
There will also be an opportunity for shareholders to elect cash, equity or a combination, subject to a cap on total cash proceeds currently estimated at $112.7m.
Any cash elections exceeding this amount will be reduced proportionately and paid in MN8 equity.
An additional contingent cash component of up to $0.12 per share is possible for holders if outlined milestones are met.
The combined operations are projected to generate combined adjusted earnings before interest, taxes, depreciation and amortisation, plus principal and interest, of approximately $501m on a run-rate basis.
Identified annual run-rate cost savings of up to $20m by the end of 2028 are anticipated from areas including procurement, administration, financing, operations and maintenance, and engineering, procurement and construction.
Following completion, Jon Yoder will continue as president and CEO of the enlarged business.
Yoder said: “This combination brings together two complementary platforms at a critical time. We have built MN8 to be an institutional-grade, vertically integrated operator with the development, financing and asset management depth to serve the most demanding enterprise customers in the country.
“Together with Greenbacker, we will have the scale, diversification and expertise to lead the next chapter of America’s infrastructure buildout.”
Greenbacker CEO Dan de Boer said: “Greenbacker was built to own and operate high-quality, contracted clean energy assets at an institutional scale.
“This transaction is the next chapter of that story – one that gives our shareholders the opportunity to participate in a combined platform built to grow.”
The combined platform will increase MN8’s presence, particularly by adding Greenbacker’s assets in the Midwest and north-east. It will also expand the technology mix to include wind generation, distributed generation, battery storage and utility-scale solar.
Approximately 94% of the combined capacity is under contract, with a weighted average solar power purchase agreement tenure of 14 years and a funded development pipeline of approximately 9.3GW.
J.P. Morgan Securities is acting as the financial advisor and Vinson & Elkins as the legal advisor to MN8. Morgan Stanley and Wells Fargo are acting as financial advisors and Freshfields US is the legal advisor to Greenbacker.
