UGI Utilities and Argo Infrastructure Partners Reach Agreement on Purchase and Sale of UGI’s PA Electric Utility

Key Terms

working capital adjustments financial

An adjustment made after a business sale or valuation to reflect the target company’s short-term operating resources—things like inventory, customer invoices owed to the company, and bills the company must pay—so the buyer pays for the business as a running concern. Think of it like checking the gas and mileage when buying a used car and changing the price if the tank or wear is different than expected; investors care because it changes the final purchase price, affects ongoing cash available to run the business, and alters deal returns.

after-tax proceeds financial

The money an investor actually keeps from a sale or transaction after paying required taxes and any direct fees tied to that transaction. It matters because headlines often state gross amounts, but after-tax proceeds are the real “take-home” cash you can reinvest or spend—think of it like your paycheck after payroll taxes and deductions, which shows what’s truly available.

regulated utilities regulatory

Companies that deliver essential services such as electricity, natural gas, water or sewage, whose prices, service standards and major investments are overseen by government or independent regulators. For investors they matter because the regulatory framework shapes how much revenue and profit the company can earn and how stable those earnings are — think of a landlord whose rent and maintenance plans are set by rules that limit both upside and risk.

infrastructure assets technical

Physical systems and facilities that deliver essential public services—such as roads, bridges, power plants, water and sewage networks, ports, and telecom towers. Investors care because these assets tend to generate steady, long-term income like a tollbooth or utility bill collector, offering predictable returns and inflation protection, but they require large upfront investment and are sensitive to regulation, maintenance and long-term demand shifts.

transmission and distribution lines technical

Transmission and distribution lines are the high-voltage “highways” and lower-voltage “local roads” that carry electricity from power plants to homes, businesses and factories. Investors care because their condition, capacity and regulatory treatment determine how reliably power is delivered, how much utilities must spend on repairs or upgrades, and how much revenue they can earn—similar to how road quality and toll rules affect a transport company’s costs and income.

Sharpens UGI's focus on its core natural gas business while placing Electric Division customers and employees into the hands of Argo, a committed and experienced infrastructure operator with deep experience supporting regulated utilities

Marks Argo’s 20^th investment, and 4^th utility investment in Pennsylvania, bringing expanded capital investment and long-term infrastructure management experience to a growing region within the Commonwealth

VALLEY FORGE, Pa. & NEW YORK--(BUSINESS WIRE)-- UGI Utilities, Inc. (UGI Utilities), a wholly owned subsidiary of UGI Corporation (NYSE: UGI), today announced a definitive agreement to sell its Electric Division to funds managed by Argo Infrastructure Partners LP (Argo), a well-established mid-market manager of essential infrastructure and utility assets.

The purchase price is approximately $470 million with working capital adjustments. After-tax proceeds will be used to reduce UGI debt and for general corporate purposes, strengthening UGI's balance sheet and providing greater financial flexibility. The transaction is expected to close in the first quarter of calendar year 2027, subject to customary closing conditions and applicable regulatory approvals.

UGI Utilities’ Electric Division’s assets include approximately 2,700 miles of transmission and distribution lines and 14 substations in Pennsylvania’s Luzerne and Wyoming counties that serve more than 63,000 customers. Its experienced local leadership team, strong operational, safety and customer service track record, and presence in a constructive regulatory environment make it well-positioned to continue positively supporting the customers and businesses it serves post-acquisition.

“This transaction, which has an attractive valuation, reflects our focus on areas where UGI has the greatest competitive advantage,” said Robert Flexon, UGI President and Chief Executive Officer. “It enables us to deliver stronger, more consistent returns for our shareholders.”

“We are pleased to partner again on our second transaction with UGI in 12 months, and we are looking forward to supporting the growth of this important electric utility,” said Jason Zibarras, Managing Partner of Argo. “This acquisition represents Argo’s fourth utility investment in Pennsylvania. Consistent with our past successes, we continue to focus on deploying capital in the compelling mid-market infrastructure space.”

Argo brings a proven track record in investing in and managing essential infrastructure assets, utilities and businesses, maintaining reliability, customer service and supporting the communities they serve. Since 2013, Argo has invested billions in high-quality, essential infrastructure across contracted, regulated, concessioned and energy transition supporting businesses. Argo’s managed investments currently include five regulated energy utilities serving over 700,000 U.S. customers, two electric transmission systems, and an energy storage network.

“This is a high-quality, regulated, electric-only utility with a track record of exceptional customer service and reliability driven by experienced local teams. Argo’s investment approach will build on that foundation with long-term capital,” said Richard Klapow, Managing Director of Argo.

For UGI Utilities electric customers, there will be no disruption to service.

“As this business begins its next chapter of successful operations under Argo's ownership, I want to highlight the exceptional people of UGI’s Electric Division, whose skill, dedication, and care for customers define the organization,” said Hans Bell, President of UGI Utilities. “The Electric Division has been a proud part of UGI Utilities for more than a century, and that legacy is a testament to the remarkable men and women who have built it — through every storm, every challenge, and every advancement in our industry.”

Advisors
PJT Partners acted as exclusive financial advisor to UGI Corporation and Baker Botts L.L.P. acted as its legal counsel.

Truist Securities acted as exclusive financial advisor and King & Spalding LLP acted as legal counsel for Argo. Edelman Smithfield acted as financial communications advisor for Argo.

About UGI Utilities, Inc.
UGI Utilities, Inc. is a natural gas and electric utility company that serves more than 760,000 customers throughout Pennsylvania and Maryland. Additional information about UGI Utilities, Inc. is available at www.ugi.com.

Argo Infrastructure Partners
Argo Infrastructure Partners LP, founded by Jason Zibarras, is an independent fund manager with a long-term approach to infrastructure investing. Argo invests in high-quality mid-market infrastructure businesses and assets that provide essential services to their communities over their long operational lives, including investments in utilities, renewable energy, digital infrastructure, and other long duration infrastructure assets.

Argo’s investment philosophy couples sound investment return with responsible and sustainable investing. As of March 2026, Argo manages over $7.5 billion in assets.

For more information, visit www.argoip.com.

About UGI Corporation
UGI Corporation (NYSE: UGI) is a distributor and marketer of energy products and services in the U.S. and Europe. UGI offers safe, reliable, affordable, and sustainable energy solutions to customers through its subsidiaries, which provide natural gas transmission and distribution, electric generation and distribution, midstream services, propane distribution, renewable natural gas generation, distribution and marketing, and energy marketing services. https://www.ugicorp.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20260427814373/en/

UGI Investors, 610-337-1000
Tameka Morris, ext. 6297
Arnab Mukherjee, ext. 7498

UGI Media, 610-334-7135
John Mason, jmason@ugi.com

Argo Infrastructure Partners
Ira Gorsky
Edelman Smithfield
argoinfrastructurepartners@edelmansmithfield.com

Source: UGI Utilities, Inc.