BlackRock, EQT-led group to take AES private in $33.4 billion deal as AI power demand surges

A consortium led by BlackRock’s infrastructure arm and Swedish investment firm EQT has agreed to take U.S. power company AES Corp. private in a deal that values the company at about $33.4 billion, underscoring how the rise of artificial intelligence and data centers is reshaping who owns the electricity grid.

Under a definitive merger agreement announced March 2, the buyer group will acquire all outstanding shares of AES for $15 in cash apiece. The offer values AES’s equity at roughly $10.7 billion and, including debt, implies an enterprise value of about $33.4 billion. AES shares currently trade on the New York Stock Exchange.

If completed, the transaction would hand control of one of the world’s largest corporate clean-energy suppliers — and the owner of regulated utilities in Indiana and Ohio — to a group of global investors backed entirely by equity capital.

The buyers — Global Infrastructure Partners (owned by BlackRock), EQT’s Infrastructure VI fund, the California Public Employees’ Retirement System and the Qatar Investment Authority — are betting that surging demand for electricity from data centers, electrified transport and new manufacturing will boost the long-term value of power and grid assets. AES’s board and management say the deal solves a looming capital crunch as the company exits coal and builds out renewable energy and storage.

The agreement has already drawn scrutiny from shareholders and will face a lengthy review by state and federal regulators, including national security officials, before closing, which the companies expect in late 2026 or early 2027.

A cash deal with no go-shop

The acquisition will be carried out through a one-step merger in which Horizon Merger Sub Inc., a wholly owned unit of Horizon Parent L.P. created by the buyers, will merge into AES. AES will survive as a private, wholly owned subsidiary of Horizon Parent and will be delisted from the NYSE at closing.

Each share of AES common stock — other than treasury shares, shares already held by the buyer group and shares held by investors who exercise dissenters’ rights — will be converted into the right to receive $15 in cash, without interest and subject to applicable tax withholding. The companies said the transaction will be financed entirely with equity from the consortium, and the merger is not conditioned on receipt of debt financing.

The buyers highlighted that the $15 price represents a 40.3% premium to AES’s 30-day volume-weighted average share price as of July 8, 2025, the last full trading day before media reports of a potential takeover surfaced. However, AES stock fell sharply after the deal was announced, dropping about 18% on March 3 as investors reacted to an offer price below where the shares had been trading amid takeover speculation.

The merger agreement includes a customary “no-shop” provision limiting AES’s ability to solicit competing bids, though the board may consider unsolicited superior proposals under a fiduciary-out clause. If AES terminates the deal in order to accept a superior offer or under certain other circumstances, it would owe the buyer group a termination fee of about $321 million. The consortium, in turn, could be required to pay AES either $100 million or roughly $588 million in reverse termination fees in specified scenarios, including some regulatory failures.

If the transaction is not completed by June 1, 2027, either party can walk away, with the option of up to two three-month extensions to no later than Dec. 1, 2027, if required regulatory approvals are still pending and other conditions are satisfied.

A transition-heavy power company under pressure

AES, based in Arlington, Virginia, owns about 32 gigawatts of generation capacity worldwide and operates through a mix of regulated utilities, renewable-energy businesses and energy infrastructure assets. Its utility subsidiaries include AES Indiana and AES Ohio, which provide electricity to hundreds of thousands of customers in the Midwest.

Over the past decade, the company has made an aggressive push to exit coal and build a large portfolio of wind, solar and battery storage projects, particularly in the Americas. AES says it is on track for renewables to account for roughly 64% of its portfolio by 2025 and has pledged to retire nearly all remaining coal-fired generation in the mid- to late 2020s.

At the same time, AES has emerged as a major supplier of clean power to large corporate buyers. The company says it has signed 11.8 gigawatts of long-term contracts with commercial and industrial customers, including technology companies seeking renewable electricity for data centers and cloud operations.

Those ambitions have come at a cost. In its most recent annual report, AES reported net income of about $910 million for 2025, down from $1.68 billion the prior year, citing the absence of one-time gains on asset sales, lower derivative gains and early-life losses on some clean-energy projects. The company has flagged heavy capital expenditure needs for grid modernization, new wind and solar farms and energy storage, alongside pressure on its balance sheet.

Jay Morse, chair of the AES board, said in a statement that directors conducted “a rigorous review of strategic options” before agreeing to the sale.

“AES has a significant need for capital to support its growth beyond 2027,” Morse said. “Absent this transaction, funding for future growth investments would likely require a reduction or elimination of the dividend and/or substantial new equity issuances.”

Chief Executive Andrés Gluski called AES’s 45-year history “one of powering industries and shaping the future of energy” and said the deal “maximizes value for existing stockholders and positions the company for long-term success” while allowing it to maintain commitments to customers and communities.

Global investors target AI-era power demand

For the buyers, AES offers a rare combination: scale in U.S. regulated utilities, a large pipeline of renewable and storage projects, and long-duration contracts with corporate customers whose electricity needs are expanding rapidly.

Bayo Ogunlesi, chairman and chief executive of Global Infrastructure Partners, described AES as “a market leader in the power generation and supply business with a long and storied history” and said the U.S. faces “significant investments in new capacity in electricity generation, transmission and distribution.”

“We believe AES is uniquely positioned to help meet these needs,” he said.

EQT’s infrastructure head Masoud Homayoun said the firm sees the transaction as a way to “support the growth and modernization of essential energy infrastructure that underpins energy security, electrification, digitalization and resilient power systems across key markets.”

CalPERS, one of the world’s largest public pension funds, called AES a “landmark investment” that fits its strategy of backing long-term infrastructure assets. QIA, the sovereign wealth fund of Qatar, said it is “committed to making energy transition a reality” by providing long-term capital to companies such as AES with “proven capabilities” and a record of working with local communities.

The deal follows a broader wave of private capital targeting utilities, pipelines, data centers and other assets seen as benefiting from the AI boom and rising electrification. BlackRock, which agreed in 2024 to acquire GIP, has been expanding in infrastructure and recently took part in large-scale data center transactions. QIA has announced a multibillion-dollar partnership with Brookfield to invest in AI-related infrastructure.

Regulatory and political tests ahead

The acquisition cannot close until AES shareholders approve it and a wide range of government bodies sign off.

Because AES owns regulated utilities in Ohio and has regulated activities in New York, the deal will be reviewed by the Public Utilities Commission of Ohio and the New York Public Service Commission. The Federal Energy Regulatory Commission must approve transfers of certain generation and transmission interests. The transaction is also subject to clearance under the Hart-Scott-Rodino Antitrust Improvements Act.

Given the presence of QIA and the national security sensitivity of electric infrastructure and facilities that serve data centers, the Committee on Foreign Investment in the United States (CFIUS) is expected to examine the takeover. CFIUS has previously scrutinized foreign investments in U.S. utilities and energy assets, sometimes imposing mitigation measures but rarely blocking deals outright.

In states such as Indiana and Ohio, regulators and consumer advocates are likely to focus on how the new owners will manage rates, reliability and capital spending. AES Indiana, in particular, has faced customer complaints about service quality and high bills. Advocacy groups that opposed GIP’s separate acquisition of Minnesota-based utility owner ALLETE have argued that private equity ownership can lead to higher leverage, pressure for rate increases and complex holding structures that are harder for regulators to monitor.

AES and the buyer group have sought to reassure local stakeholders, saying AES Indiana and AES Ohio will remain locally operated and managed and that the acquisition is not expected to directly affect customer rates. They have also emphasized plans to maintain or accelerate investments in grid resilience and clean energy.

Employees are another constituency watching closely. The companies have said AES’s workforce and capabilities are “central to the company’s success” and that the new owners intend to support business continuity and talent retention. Detailed information about executive compensation related to the merger is expected to be disclosed in a forthcoming proxy statement.

Meanwhile, some shareholders are pushing back. AES stockholders’ rights firms, including Monteverde & Associates, have announced investigations into whether the board fulfilled its fiduciary duties in agreeing to the $15 a share price and the no-shop provisions. Those inquiries often result in additional disclosures and, less frequently, modest adjustments to deal terms.

Whether the takeover ultimately goes through will hinge on the outcome of those shareholder processes and a multi-agency regulatory review that could run well into 2027. As the AI boom fuels a new round of investment in power plants, transmission lines and data centers, the fate of the AES deal will serve as an early test of how comfortable regulators, investors and communities are with turning over a major slice of the grid to global private capital.