AES Corporation reported that the European Commission closed its preliminary review of the proposed merger on October 28, 2026, under the EU Foreign Subsidies Regulation. AES identifies the event as the EU Foreign Subsidies Regulation Approval, a condition to closing.
Under the March 1, 2026 Agreement and Plan of Merger with Horizon Parent, L.P. and its wholly owned subsidiary Horizon Merger Sub, Inc., Merger Sub will merge into AES, with AES continuing as the surviving corporation. The transaction remains subject to certain additional regulatory approvals and other customary closing conditions.
AES Corporation disclosed that the European Commission unconditionally approved its proposed merger with Horizon Parent, L.P. on October 15, 2026. On October 19, 2026, the New York Public Service Commission issued a declaratory ruling that the merger requires no further review under New York Public Service Law Section 70.
Under the March 1, 2026 Agreement and Plan of Merger, Horizon Merger Sub, Inc., a wholly owned subsidiary of Horizon Parent, will merge into AES, which will survive. The two regulatory decisions are conditions to closing; the merger remains subject to additional regulatory approvals and other customary closing conditions.
AES CORP (AES) reports a key regulatory milestone for its pending sale. On March 1, 2026, AES entered into a Merger Agreement under which Horizon Merger Sub, Inc., a wholly owned subsidiary of Horizon Parent, L.P., will merge with and into AES, with AES surviving.
On September 17, 2026, the Public Utilities Commission of Ohio approved the merger, satisfying one of the required regulatory conditions to closing. The transaction still depends on additional regulatory approvals and other customary closing conditions. After closing, AES will be jointly owned by investment vehicles affiliated with Global Infrastructure Management, LLC, the EQT Infrastructure VI fund and other investors.
AES CORP (AES) reports that Bernerd Da Santos, previously Executive Vice President and President of US & Renewables and more recently Chairman of the AES Clean Energy Board and Senior Strategic Advisor, has terminated his employment with AES effective September 14, 2026, after accepting an executive role at Fluence Energy, Inc.
AES entered into a Separation Agreement with Mr. Da Santos on September 14, 2026, under which he will receive involuntary severance pay in accordance with The AES Corporation Amended and Restated Executive Severance Plan, including a severance payment equal to one times his annualized base salary plus annual target bonus for fiscal year 2026 and a pro-rata 2026 bonus at target performance, subject to his execution and non-revocation of a release. He will also receive applicable retirement benefits, and has agreed to confidentiality, non-solicitation, and non-disparagement obligations.
AES CORP (AES) reported further progress on its sale to Horizon Parent, L.P. On March 1, 2026, AES entered into an Agreement and Plan of Merger with Horizon Parent, L.P. and its wholly owned subsidiary Horizon Merger Sub, Inc., under which Horizon Merger Sub will merge with and into AES.
On August 27, 2026, AES received CFIUS Approval, which is a condition to closing the merger. The transaction remains subject to additional regulatory approvals and other customary closing conditions. After closing, AES will be jointly owned by investment vehicles affiliated with Global Infrastructure Management, LLC, the EQT Infrastructure VI fund and other investors. AES also highlights extensive forward‑looking statement risks around completion, timing, costs and potential disruptions related to the transaction.
The AES Corporation entered into two amendments to its existing revolving credit facilities. Amendment No. 3 to its Eighth Amended and Restated Credit Agreement with Citibank, N.A. as administrative agent extends the termination date of the revolving commitments from August 23, 2027 to August 23, 2028.
AES also agreed to a Second Amendment to its Credit Agreement with Sumitomo Mitsui Banking Corporation as administrative agent, under which, subject to customary closing conditions, the termination date of the revolving commitments will be extended from December 6, 2026 to December 6, 2027. All other terms of both credit agreements remain in effect as previously negotiated.
The AES Corporation reported higher revenue and a return to profitability for the six months ended June 30, 2026. Total revenue reached $6.602 billion versus $5.781 billion a year earlier, and net income attributable to AES was $913 million compared with a loss of $49 million; basic and diluted EPS were $1.28 versus a loss of $0.08.
Operating cash flow was $2.247 billion, supporting $3.409 billion of capital expenditures, which helped increase property, plant and equipment to $40.657 billion. Non‑recourse project debt rose to $25.222 billion and recourse debt to $6.1 billion, while cash and restricted cash totaled $2.383 billion. Supplier financing arrangements outstanding were $826 million.
AES continued monetizing renewable tax credits, executing $535 million of investment tax credit transfer agreements in 2026, including $496 million allocated to noncontrolling interests and $39 million benefiting AES. Consolidated VIEs may require up to $3.1 billion of additional equity, contingent on project milestones. A cash merger with Horizon Parent, L.P. at $15.00 per share has stockholder approval and HSR clearance but remains subject to utility, FERC, CFIUS and foreign regulatory approvals and other closing conditions; termination fees under specified scenarios range from $100 million to approximately $588 million.
The AES Corporation reported that its Board Audit Committee dismissed Ernst & Young LLP as independent registered public accounting firm, effective upon filing the Form 10‑Q for the quarter ended June 30, 2026, because EY will not be independent after closing of the announced merger with Horizon Parent, L.P.
EY’s audit opinions on AES’s consolidated financial statements for the years ended December 31, 2024 and 2025 were unmodified, but EY issued an adverse opinion on internal control over financial reporting as of December 31, 2024 due to a material weakness in controls over the disposition process of AES Brasil. AES states there were no disagreements or additional reportable events with EY beyond this weakness.
After reviewing multiple firms, the Audit Committee engaged KPMG LLP as AES’s independent registered public accounting firm for the year ending December 31, 2026, effective upon EY’s dismissal. KPMG network firms had provided services deemed impermissible during the 2026 audit period under SEC rules; these advisory or clerical services were completed or terminated before appointment, related to foreign affiliates, and involved immaterial fees. KPMG and the Audit Committee each concluded KPMG’s objectivity and impartial judgment are not impaired, and AES reports it did not consult KPMG on accounting issues before this engagement.
The AES Corporation reported that stockholders approved its merger with Horizon Parent, L.P. and Horizon Merger Sub, Inc. at a special meeting. Shareholders representing 489,710,776 shares, or 68.66% of outstanding common stock as of May 5, 2026, were present, constituting a quorum.
The merger agreement and related transactions were approved with 479,072,642 votes for, 10,131,991 against and 506,143 abstaining. Stockholders also approved, on an advisory basis, merger-related compensation for named executive officers. A proposal to adjourn the meeting was not needed because the merger proposal had sufficient support.
In a related press release, AES highlighted that a consortium led by Global Infrastructure Partners and EQT will acquire all outstanding AES common shares for $15.00 per share in cash, implying an equity value of about $10.7 billion and enterprise value of about $33.4 billion. The Hart-Scott-Rodino waiting period expired on June 22, 2026, and closing is expected in late 2026 or early 2027, subject to remaining regulatory approvals and customary conditions.
The AES Corporation completed a $1 billion senior notes offering, issuing $600 million of 5.200% Notes due 2029 and $400 million of 5.750% Notes due 2033. The notes were sold slightly below par, at 99.946% and 99.740% of principal, respectively.
AES intends to use the net proceeds to repay existing indebtedness and for general corporate purposes. The notes were issued under AES’ existing senior indenture and include optional redemption features, a tax credit redemption at 101% of principal, and a 101% repurchase offer upon a Change of Control Triggering Event.