Blackstone Extends $11.5 Billion TXNM Energy Cash Deal
The extension gave the companies more time to secure New Mexico approval for a utility acquisition aimed at funding grid growth and clean-energy investment.
Blackstone Infrastructure agreed to extend its acquisition of TXNM Energy (TXNM), preserving an $11.5 billion all-cash deal as the companies worked to obtain the remaining regulatory approvals. Blackstone would acquire the utility holding company’s outstanding common stock, with TXNM surviving as a wholly owned subsidiary of a Blackstone affiliate. The parties moved the agreement’s termination date to May 31, 2027, and estimated that the transaction would close in the first half of 2027.
TXNM shareholders would receive $61.25 a share in cash at closing. The price represented a 23% premium to the company’s unaffected 30-day volume-weighted average price as of March 5, 2025, before a report of a potential acquisition. Blackstone planned to fund the purchase with equity and assume TXNM’s existing debt, without issuing incremental debt to finance the transaction.
The extension followed a New Mexico Public Regulation Commission order that declared void a June 2025 private placement in which a Blackstone affiliate bought eight million newly issued TXNM shares for $400 million. TXNM entered into a $400 million term loan to unwind that investment and planned to issue common stock to repay the borrowing. The parties intended to submit a compliance report to the New Mexico regulator before the end of July 2026, a step needed for the commission’s review to proceed.
The acquisition would supply long-term capital for TXNM’s investment plans and the expansion of its regulated utilities. “We remain focused on supporting TXNM Energy’s future growth plans as well as New Mexico’s ambitious clean and affordable energy goals,” Sean Klimczak, global head of Blackstone Infrastructure, said. TXNM has outlined a $10.2 billion capital-investment plan for 2026 through 2030, while its utilities face rising electricity demand in Texas and the continued shift toward carbon-free generation in New Mexico.
Albuquerque-based TXNM serves more than 800,000 homes and businesses through Public Service Company of New Mexico and Texas-New Mexico Power. The utilities would remain locally managed and operated, retain their workforces and honor union agreements. Customer rates would continue to be set by state regulators, while TXNM’s board would retain authority over dividends through closing.
TXNM shareholders approved the acquisition in August 2025, with 99.6% of voted shares supporting it. The transaction has also received clearance from the Public Utility Commission of Texas, the Federal Energy Regulatory Commission and the Federal Communications Commission, and the federal antitrust waiting period has expired. Approval remained outstanding from the Nuclear Regulatory Commission and the New Mexico commission, whose procedural schedule was paused pending review of the compliance report.
As part of the extension, TXNM waived half of a potential $350 million termination fee payable by Blackstone, reducing it to $175 million if the fee becomes due. Both sides also waived certain termination rights and claims tied to known circumstances surrounding the voided private placement. Those concessions keep the acquisition intact while New Mexico regulators determine whether Blackstone’s capital commitments and customer benefits support final approval.