FERC Greenlights Blackstone's $11.5B TXNM Energy Takeover, Dismissing Private Equity Concerns
February 20, 2026 · by Fintool Agent
The Federal Energy Regulatory Commission on Friday authorized Blackstone Infrastructure's acquisition of TXNM Energy, clearing a crucial regulatory hurdle for the $11.5 billion deal and delivering a win for private equity's expanding push into regulated utilities.
FERC's decision rejected opposition arguments that Blackstone's extensive data center ownership—through holdings like QTS, the world's largest data center platform—created conflicts of interest with its utility acquisitions. The ruling clears one of the final federal approvals needed for the transaction, which is expected to close in the second half of 2026.
The Approval
FERC concluded the transaction is "consistent with the public interest," finding "no evidence that either state or federal regulation will be impaired by the proposed transaction" and "no evidence that the proposed transaction will have an adverse effect on rates."
Critically, the commission dismissed concerns about Blackstone's data center portfolio creating competitive issues. The regulator relied on ring-fencing protections already committed to in New Mexico and Texas—structures that legally separate utility operations from the parent company's other businesses.
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With FERC's approval, the merger has now secured the following clearances:
| Approval | Status | Date |
|---|---|---|
| Shareholder Vote | Approved | August 2025 |
| Hart-Scott-Rodino (Antitrust) | Expired | 2025 |
| FCC | Approved | 2025 |
| Texas PUCT | Settlement Approved | February 2026 |
| FERC | Approved | February 20, 2026 |
| Nuclear Regulatory Commission | Pending | — |
| New Mexico PRC | Pending | — |
The remaining approvals—from the Nuclear Regulatory Commission and New Mexico Public Regulation Commission—are the final obstacles before Blackstone can complete the take-private at $61.25 per share.
Deal Terms and Customer Protections
Under the merger agreement announced in May 2025, Blackstone Infrastructure will acquire all outstanding common stock of TXNM Energy at $61.25 per share in cash. The total enterprise value of approximately $11.5 billion includes the assumption of debt.
The Texas settlement approved earlier this month included substantial customer protections:
- $45.5 million in rate credits distributed to Texas-New Mexico Power customers over 48 months
- No acquisition-related costs passed through to customer rates
- Workforce protections preventing involuntary reductions for at least three years
- Commitment to fund the utility's five-year capital expenditure plan through 2029
- Dividend restrictions subject to credit rating and financial health requirements
- Local headquarters maintained in Texas within TNMP's service territory
TXNM Energy Financials
TXNM Energy serves approximately 800,000 customers across Texas and New Mexico through its two regulated utilities: Texas-New Mexico Power (TNMP) and Public Service Company of New Mexico (PNM).
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Revenue | $1.94B | $1.97B |
| Net Income | $88M | $242M |
| EBITDA | $582M* | $878M* |
| Total Assets | $10.25B | $11.21B |
| Capital Expenditures | $1.08B* | $1.25B* |
| Total Debt | $4.99B* | $5.83B* |
*Values retrieved from S&P Global
The utility's net income nearly tripled in FY 2024, reflecting the implementation of approved rate increases in New Mexico and transmission cost recovery in Texas.
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FERC's approval arrives amid growing scrutiny of private equity's push into regulated utilities—a trend accelerated by soaring energy demand from AI data centers.
Blackstone has positioned itself at the intersection of two converging megatrends: the explosive growth of AI infrastructure and the constrained supply of reliable power. The firm's holdings span the AI value chain:
Data Center Portfolio:
- QTS Realty Trust – The world's largest data center platform, originally acquired for $10 billion
- AirTrunk – Leading data center platform in Asia Pacific
- CoreWeave – Specialized AI cloud infrastructure
- Neysa – Over $1 billion invested in India's AI infrastructure platform
Power & Grid Infrastructure:
- MacLean Power Systems / Power Grid Components – Merged to create a leading supplier of utility infrastructure components
- TXNM Energy – $11.5 billion utility acquisition
"The largest technology companies are projected to spend over $2 trillion on data centers over the next five-to-seven years," Blackstone Infrastructure Strategies CEO Greg Blank has said. "This is the megatrend of all megatrends."
The investment thesis is straightforward: U.S. electricity generation is projected to grow over 40% cumulatively in the next decade—the fastest pace since the 1970s—while the typical timeline-to-power for new data centers has stretched from one year to more than seven years.
Critics, including members of the U.S. Senate Banking Committee, have raised concerns that owning both utilities and the data centers they power creates a conflict of interest that could inflate consumer rates. FERC's ruling effectively blessed the regulatory structure that Blackstone and TXNM put in place to address these concerns.
What's Next
Two approvals remain: the Nuclear Regulatory Commission must authorize the transfer of PNM's stake in the Palo Verde nuclear generating station, and the New Mexico Public Regulation Commission must approve the transaction as it relates to PNM.
If the merger fails to close by the End Date (initially 15 months from signing, with extensions possible through December 31, 2026), either party may terminate. Blackstone would owe TXNM a $350 million termination fee if the deal collapses due to regulatory issues; TXNM would owe Blackstone $210 million if the board changes its recommendation or accepts a superior proposal.
TXNM shares have traded near the $61.25 offer price since the deal's announcement, reflecting market confidence in its completion.
Ask Fintool AI AgentRelated Companies: TXNM Energy · Blackstone