ARRAY Technologies and Shoals Technologies Group have agreed to merge under a definitive stock-for-stock transaction, forming an integrated energy infrastructure company serving utility-scale solar and battery energy storage markets.
Under the terms of the agreement, ARRAY will be the legal acquirer and corporate parent of the merged entity.
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ARRAY’s structural balance-of-system products include trackers and fixed-tilt racking, while Shoals supplies electrical balance-of-system (EBOS) products for solar and battery storage.
The combined portfolio would also cover foundations, wire management and power delivery systems.
Shoals’ shareholders will receive 1.6931 ARRAY shares for each Shoals share.
Once the transaction completes, Shoals shareholders are expected to own about 65% of the basic shares (64.5% on a fully diluted basis). ARRAY shareholders will hold the remainder.
The combined company will offer a unified suite of design, installation and maintenance services, aimed at reducing project complexity and costs.
Their preliminary, indicative pro forma estimates put full-year 2027 revenue at $2.2bn to $2.4bn, with adjusted EBITDA forecast between $410m and $480m.
The companies have identified over $100m in expected annual adjusted EBITDA synergies within three years of closing, including approximately $20m in year-one cost synergies and $15m in year-one cross-selling synergies.
Shoals CEO Brandon Moss will lead the combined company, while ARRAY CEO Kevin Hostetler is set to serve as special advisor.
Moss said: “Today marks an important milestone for Shoals, ARRAY and the customers we serve. By bringing together two highly complementary businesses with experienced teams, we are creating an integrated platform with broader capabilities, deeper customer relationships and a stronger foundation for long-term growth.
“We believe the combined company will be positioned to better service customers, deliver more innovative and integrated solutions, realise meaningful synergies and pursue expansion opportunities across the solar value chain, data centre markets and beyond.”
ARRAY has agreed to redeem $317.5m of its Series A Perpetual Preferred Stock in connection with the deal. Of this, $161.3m will be payable within 90 days of closing, with the remainder to be paid in instalments in 2028, 2029 and 2030.
The companies plan to close the transaction in the first quarter of 2027, subject to shareholder and regulatory approvals as well as other closing conditions.
The merger has received unanimous approval from the board members of both firms who took part in the vote.
Advisers for Shoals include Jefferies, Latham & Watkins and Joele Frank, Wilkinson Brimmer Katcher.
ARRAY is advised by JPMorgan Securities, Jones Day, Edelman Smithfield, and Lazard, with Goldman Sachs & Co supporting certain financial arrangements.
