MN8 Energy Holdings LLC, an independent power producer and renewable energy platform operator in the United States, has signed a definitive agreement to acquire Greenbacker Renewable Energy Company LLC in a cash-and-equity transaction valued at up to approximately USD 375 million, the companies announced on July 22, 2026.

The deal would create one of the largest clean power platforms in the United States, combining more than 6 gigawatts of operating and under-construction renewable capacity across 33 states.

The transaction is structured with USD 350 million payable at closing, plus up to USD 25 million in potential additional cash payments tied to the achievement of certain commercial milestones. Greenbacker shareholders will receive consideration valued at approximately USD 1.71 per share at closing in a combination of cash and equity of MN8.

Two Complementary Portfolios Merge at a Critical Moment for Power Demand

MN8 Energy currently operates or has under construction more than 4.3 gigawatts of renewable capacity across 29 states, functioning as a scaled power platform that develops, owns, and operates energy assets for enterprise customers.

Greenbacker, structured as an Independent Power Producer, holds a fleet of approximately 1.9 gigawatts of operating and under-construction renewable energy assets across 22 states.

Together, the combined company is expected to rank among the three largest clean power platforms in the United States. The transaction expands MN8's geographic reach into the Midwest and Northeast through Greenbacker's existing presence in those regions, and it broadens MN8's technology mix to include wind generation alongside additional battery storage, distributed generation, and utility-scale solar assets.

The announcement cited the surge in enterprise power demand driven by artificial intelligence and the rapid expansion of data centers as a central motivation for the deal, describing the combination as bringing together providers with the scale and expertise to support that accelerated expansion.

Financial Profile and Contracted Revenue

The companies said the combined platform would have approximately 94 percent of its capacity under contract, with a weighted average solar power purchase agreement tenor of approximately 14 years. The pro forma funded development pipeline is approximately 9.3 gigawatts.

Combined Adjusted EBITDA plus Principal and Interest on a run-rate basis is expected to reach approximately USD 501 million, a figure that includes $122 million of combined assets under construction, net of Greenbacker asset sales in 2025.

The companies identified up to USD 20 million in annual run-rate cost savings expected to be realized by the end of 2028, spanning five categories: procurement, selling, general and administrative expenses, financing efficiencies, operations and maintenance, and engineering, procurement, and construction leverage.

Operational Integration and Vertical Model

MN8's operating model covers project development, engineering, asset management, and in-house operations and maintenance. Under the terms of the transaction, that end-to-end model is expected to extend across the combined fleet, with the companies citing cost efficiency and asset performance as anticipated benefits of the integration.

The combined management team has overseen the deployment of an aggregate 200 gigawatts of renewable energy globally, according to the announcement. The companies described this track record as evidence of a best-in-class integrated model suited to operating at greater scale following the merger.

Executive Statements

Jon Yoder, President and Chief Executive Officer of MN8, said the combination brings together two complementary platforms at what he described as 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," Yoder said. "Together with Greenbacker, we will have the scale, diversification, and expertise to lead the next chapter of America's infrastructure build-out."

Dan de Boer, Chief Executive Officer of Greenbacker, characterized the transaction as the next chapter of Greenbacker's story. "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," de Boer said. "MN8 brings exceptional capabilities, an experienced team, and the financial strength to execute on what this platform can become."

Approvals and Timeline

The transaction has been unanimously approved by the Boards of Directors of both MN8 and Greenbacker. Closing is expected in the fourth quarter of 2026, subject to approval by Greenbacker shareholders and MN8 members, along with customary regulatory clearances. The deal remains subject to the satisfaction or waiver of certain conditions set forth in the merger agreement.

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