AVANGRID and PNM Resources Merger Agreement Extended; Companies File Notice of Appeal With New Mexico Supreme Court
ORANGE, Conn.–(BUSINESS WIRE)–Today, AVANGRID, Inc. (NYSE: AGR), a leading sustainable energy company, announced it has entered into an amendment of the merger agreement with PNM Resources (NYSE: PNM) extending the end date to April 20, 2023. The companies have also filed a Notice of Appeal with the New Mexico Supreme Court of the December 2021 New Mexico Public Regulation Commission’s (NMPRC) order that rejected a stipulated agreement for approval of the merger.
“We remain committed to the merger between AVANGRID and PNM Resources, two companies that share a passion for our customers, employees and the communities we serve,” said AVANGRID CEO, Dennis V. Arriola. “Uniting our resources would accelerate New Mexico’s clean energy future with a dedicated focus on reliability and resilience. We look forward to one day welcoming PNM into the AVANGRID family, where we would be steadfastly committed to providing economic, social and environmental value to the communities we serve, just as we do in communities across the country today.”
In 2021, the merger received approval from five federal agencies and the Public Utility Commission of Texas. Additional community supporters voiced their opinions at a December 3, 2021, press conference, including the New Mexico Office of the Attorney General, the All-Pueblo Council of Governors (APCG), the New Mexico Chamber of Commerce, the Greater Albuquerque Chamber of Commerce, the Albuquerque Hispano Chamber of Commerce, and Western Resource Advocates (WRA).
The stipulated agreement would have provided more than $300 million in benefits to New Mexico customers and communities, while implementing safeguards to ensure continued local control of utility operations and reliable service to customers. The extension filed today will allow the companies time to continue to work together through the appeal process. As amended, the Merger Agreement may be terminated by both AVANGRID and PNMR under certain circumstances, including if the Merger is not consummated by April 20, 2023, subject to a three-month extension by AVANGRID and PNMR by mutual consent subject to various closing conditions.
About AVANGRID: AVANGRID, Inc. (NYSE: AGR) aspires to be the leading sustainable energy company in the United States. Headquartered in Orange, CT, with approximately $39 billion in assets and operations in 24 U.S. states, AVANGRID has two primary lines of business: Avangrid Networks and Avangrid Renewables. Avangrid Networks owns and operates eight electric and natural gas utilities, serving more than 3.3 million customers in New York and New England. Avangrid Renewables owns and operates a portfolio of renewable energy generation facilities across the United States. AVANGRID employs approximately 7,000 people and has been recognized by Forbes and Just Capital as one of the 2021 JUST 100 companies – a list of America’s best corporate citizens – and was ranked number one within the utility sector for its commitment to the environment and the communities it serves. The company supports the U.N.’s Sustainable Development Goals and was named among the World’s Most Ethical Companies in 2021 for the third consecutive year by the Ethisphere Institute. For more information, visit www.avangrid.com.
Certain statements made in this press release that relate to future events or expectations, developments, projections, estimates, intentions, goals, targets, and strategies are made pursuant to the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, and are generally identified by words such as “may,” “will,” “would,” “can,” “expect(s),” “intend(s),” “anticipate(s),” “estimate(s),” “believe(s),” “future,” “could,” “should,” “plan(s),” “aim(s),” “assume(s)”, “project(s)”, “target(s)”, “forecast(s)”, “seek(s)” and or the negative of such terms or other variations on such terms, comparable terminology or similar expressions. These forward-looking statements generally include statements regarding the potential transaction between Avangrid and PNMR, including any statements regarding the expected timetable for completing the potential merger, the ability to complete the potential merger, the expected benefits of the potential merger, projected financial information, future opportunities, and any other statements regarding Avangrid’s and PNMR’s future expectations, beliefs, plans, objectives, results of operations, financial condition and cash flows, or future events or performance. Readers are cautioned that all forward-looking statements are based upon current reasonable beliefs, expectations and assumptions. Neither Avangrid nor PNMR assumes any obligation to update this information. Because actual results may differ materially from those expressed or implied by these forward-looking statements, Avangrid and PNMR caution readers not to place undue reliance on these statements. Avangrid’s and PNMR’s business, financial condition, cash flow, and operating results are influenced by many factors, which are often beyond its control, that can cause actual results to differ from those expressed or implied by the forward-looking statements. For a discussion of risk factors and other important factors affecting forward-looking statements, please see Avangrid’s Form 10-K and Form 10-Q filings and the information filed on Avangrid’s Forms 8-K with the Securities and Exchange Commission (the “SEC”) as well as its subsequent SEC filings, and the risks and uncertainties related to the proposed merger with PNMR, including, but not limited to: the expected timing and likelihood of completion of the pending merger, including the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the pending merger that could reduce anticipated benefits or cause the parties to abandon the transaction, the failure by Avangrid to obtain the necessary financing arrangement set forth in commitment letter received in connection with the merger, the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement, the possibility that PNMR’s shareholders may not approve the merger agreement, the risk that the parties may not be able to satisfy the conditions to the proposed merger in a timely manner or at all, risks related to disruption of management time from ongoing business operations due to the proposed merger, and the risk that the proposed transaction and its announcement could have an adverse effect on the ability of PNMR to retain and hire key personnel and maintain relationships with its customers and suppliers, and on its operating results and businesses generally. Other unpredictable or unknown factors not discussed in this communication could also have material adverse effects on forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.
Zsoka McDonald (203) 997-6892
Patricia Cosgel (203) 499-2624