On November 4, 2026, Albuquerque and Portland—ARRAY Technologies (Nasdaq: ARRY, “ARRAY”), a provider of utility-scale solar structural balance of system (SBOS) solutions, and Shoals Technologies Group, Inc. (Nasdaq: SHLS, “Shoals”), a provider of utility-scale solar and battery energy storage electrical balance of system (EBOS) solutions, today announced they have entered into a definitive agreement to combine through a stock-for-stock merger.
Both companies stated that this transaction will create an integrated energy infrastructure platform, combining complementary, market-leading solutions such as mounting systems, trackers, fixed-tilt racking, electrical infrastructure, cable management, and transmission systems.
Under the merger agreement, ARRAY will serve as the legal acquirer in the transaction and become the corporate parent of the merged company. Each shareholder of Shoals will receive 1.6931 shares of ARRAY stock for every one share of Shoals stock held. Upon completion of the transaction, Shoals shareholders are expected to hold approximately 65% of the basic outstanding shares of the merged company (64.5% on a fully diluted basis), while ARRAY shareholders are expected to hold the remaining approximately 35% of the basic outstanding shares (35.5% on a fully diluted basis). Except for mandatory redemption obligations, ARRAY does not anticipate needing to refinance or redeem any of its outstanding debt or preferred securities.
The merged company will serve solar and battery storage customers through a unified design approach, coordinated procurement, and integrated warranty support covering both SBOS and EBOS solutions, and will progressively enhance integration in the future to reduce installation costs, simplify project execution, and lower long-term maintenance requirements.
Shoals CEO Brandon Moss said: “Today marks a significant milestone for Shoals, ARRAY, and the customers we serve. By combining two highly complementary companies with experienced teams, we are building a platform with broader capabilities, deeper customer relationships, and a stronger foundation for long-term growth. We believe the combined company will be better positioned to serve customers with more innovative and integrated solutions, realize meaningful synergies, and pursue expansion opportunities across the solar value chain, the data center market, and beyond.”
ARRAY CEO Kevin Hostetler said, “This transaction presents a compelling opportunity to create significant value for customers of both ARRAY and Shoals by combining our complementary strengths. Historically, structural and electrical systems—though required to operate seamlessly together on-site—have been designed and procured through separate channels. This integration will change that. We expect the combined company to deliver a differentiated, technologically integrated, and interoperable platform that simplifies project execution, improves project economics, and accelerates customer innovation.”
Strategy and Financial Logic
Both companies stated that the combination of ARRAY and Shoals is expected to create a stronger, more diversified platform with greater scale, broader global reach, wider customer coverage, and significant financial and operational benefits, thereby enhancing shareholder value. The combined company is expected to:
- Serve customers more effectively through a unified design approach, coordinated procurement, and integrated warranty support covering the combined product portfolio. The company plans to offer customers greater flexibility and more bundled options in foundational systems, trackers, electrical infrastructure, and cable management solutions—including the industry’s top-performing ground screw piles, single-axis trackers, DC wiring solutions, and cable management hangers.
- By enhancing product integration, streamlining project execution, reducing installation costs, and lowering long-term maintenance requirements, customer value is improved. Both companies state that the SBOS and EBOS solutions offer strong synergy in solar and battery energy storage projects. By integrating these complementary product categories, the combined company expects to deliver more unified solutions, reduce interface complexity, increase power generation and reliability, simplify installation, and lower the total cost of ownership for customers.
- Building a stronger innovation engine. Both companies state that ARRAY and Shoals bring decades of technical expertise and operational experience in engineering, product innovation, project design, and customer delivery across more than 250 gigawatts of projects. This deeper technical foundation is expected to accelerate product development, enhance interoperability, and support the launch of innovative integrated solutions in the solar, energy storage, and adjacent power infrastructure markets.
- Achieve significant cost savings. The combined company expects to realize substantial savings in general and administrative expenses and other costs. First-year cost synergies are projected to generate approximately $20 million in incremental, run-rate adjusted EBITDA.
- Leverage cross-selling opportunities to drive incremental revenue growth. Both companies noted that only about 20% of projects serviced by ARRAY and Shoals in 2025 and 2026 adopted products from both firms, highlighting significant cross-selling potential. The combined company plans to accelerate broader adoption across its expanded customer base by leveraging shared customer relationships, complementary product portfolios, and geographic advantages. First-year cross-selling synergies are expected to generate approximately $15 million in incremental run-rate adjusted EBITDA.
- Enhance cash generation capability. The combined company is expected to benefit from approximately $1.6 billion in tax amortization and $237 million in net operating losses from Shoals, which are anticipated to reduce taxable income and limit the combined company’s cash tax liability over the next several years. Additionally, the mandatory redemption of preferred shares is expected to reduce cash distributions by nearly $100 million over the next five years.
- Enhance shareholder value through increased scale and improved financial flexibility. Both companies state that the combined company is expected to benefit from greater scale, a more diversified revenue base, and a stronger balance sheet. These attributes are anticipated to enhance financial flexibility, enabling the company to invest in both organic and acquisitive growth opportunities and disciplined expansion into new product categories over time. On a pro forma basis, the combined company expects a net debt-to-adjusted EBITDA ratio of 2.6x by the end of 2026, with an expectation to decline below 2.0x by the end of 2027.
Management, Governance, and Name
After the transaction is completed, Brandon Moss, current CEO of Shoals, will serve as CEO of the combined company; Kevin Hostetler, current CEO of ARRAY, will serve as a special advisor. Brad Forth, current chairman of the boards of both ARRAY and Shoals, will serve as chairman of the board of the combined company.
The board of the combined company is expected to consist of 10 directors, including four independent directors from Shoals’ current board, four independent directors from ARRAY’s current board, as well as Brad Forth and Brandon Moss.
Brad Forth said: “During my tenure as chairman of both ARRAY and Shoals, I have witnessed firsthand how the two companies’ complementary products, outstanding teams, and shared commitment to customers create tremendous potential. The merger of ARRAY and Shoals is expected to deliver greater value to customers, shareholders, and employees. I also want to thank Kevin for his leadership and significant contributions to ARRAY, as well as the valuable insights he provided during his transition to special advisor. I look forward to continuing to work with Brandon, whose proven leadership, deep industry expertise, and strategic vision will guide the combined company into its next phase of growth.”
The merged company plans to announce a new corporate name and stock ticker symbol over the coming months to reflect the expanded scope of its products, services, and strategic opportunities.
ARRAY Preferred Stock and the Balance Sheet
In connection with this merger, ARRAY has entered into a letter agreement with its Series A perpetual preferred stockholders. The agreement provides for:
- A total of $317.5 million in preferred shares are subject to redemption, consisting of: (1) $161.3 million to be redeemed at 93% of the liquidation preference, to be completed within 90 days following the merger closing (“Initial Redemption”); and (2) an additional $156.3 million to be redeemed at 96% of the liquidation preference, in up to three installments, each no less than $52 million, to be completed on the first, second, and third anniversaries of the Initial Redemption.
- The remaining preferred shares beyond the mandatory redemption may be redeemed at 96% of the liquidation preference, provided such redemption is completed within 48 months after the merger closing; thereafter, the redemption price for any remaining shares shall be determined in accordance with the original terms of the preferred stock certificate, at 100% of the liquidation preference.
- Reduce the minimum redemption amount per transaction from $200 million to $50 million.
Both companies stated that, following the initial redemption, the liquidation preference of the outstanding preferred shares is expected to be approximately $348.7 million; assuming the initial redemption is completed before March 31, 2027, the related dividends for 2027 are expected to be approximately $25 million.
ARRAY and Shoals stated that these arrangements will simplify the capital structure of the combined company, enhance free cash flow by reducing future preferred stock distributions, and support the long-term strategic objectives of the merged business.
Preliminary Indicative Financial Guidance
Based on outstanding orders, current operating conditions, and other factors, the combined company expects, on a preliminary and indicative basis, full-year 2027 pro forma revenue to range between $2.2 billion and $2.4 billion, and adjusted EBITDA to range between $410 million and $480 million, including expected first-year synergies. The combined company anticipates no significant cash tax payments in 2027.
The two companies expect to achieve over $100 million in annual adjusted EBITDA synergies within three years after the transaction, driven by improved corporate management efficiency, optimized sales expenses, procurement benefits, operational improvements, and revenue growth.
Both companies stated that additional details regarding the pro forma balance sheet and other financial items of the combined company as of December 31, 2026, will be disclosed in the proxy materials related to this transaction, which are expected to be filed with the U.S. Securities and Exchange Commission (SEC) by the end of the year.
After the transaction is completed, the combined company plans to continue adopting a prudent capital allocation strategy, prioritizing investments in organic growth and innovation, reducing leverage, and enhancing financial flexibility, while selectively pursuing strategic acquisitions that complement its capabilities and support long-term shareholder value creation.
Schedule and Approval
Both companies stated that the board members of ARRAY and Shoals who participated in the vote have unanimously approved the transaction. Brad Forth did not participate in the board’s review or voting on this transaction.
The two companies expect the transaction to be completed in the first quarter of 2027, subject to approval by shareholders of both ARRAY and Shoals, receipt of required regulatory approvals, authorization for the post-merger company’s stock to be listed on Nasdaq, and satisfaction of other customary closing conditions.
Q3 2026 Performance
ARRAY and Shoals also disclosed their third-quarter 2026 results through separate press releases today. The related press releases can be found on the investor relations sections of each company’s website.
Conference call and supplementary materials
The two companies will hold a joint conference call and webcast on November 4 at 8:00 a.m. Eastern Time (7:00 a.m. Central Time) to discuss this transaction. In connection with the transaction announcement, ARRAY and Shoals have canceled their previously scheduled quarterly earnings conference calls.
Investors and other interested parties can watch the live stream through the investor relations sections of both companies’ websites and the newly launched merger microsite at www.PoweringForwardTogether.com. A replay will be available shortly after the event.
Advisor
For Shoals, Jefferies LLC serves as the exclusive financial advisor, Latham & Watkins LLP as legal counsel, and Joele Frank, Wilkinson Brimmer Katcher as strategic communications advisor.
For ARRAY, JPMorgan Securities LLC serves as financial advisor, Jones Day as legal advisor, and Edelman Smithfield as strategic communications advisor. Additionally, Lazard serves as financial advisor to ARRAY’s Special Committee. Goldman Sachs & Co. LLC assists ARRAY with certain financial arrangements related to this transaction.
Regarding forward-looking statements and other disclosures
The press release states that the document contains forward-looking statements regarding expected returns, timing of transaction completion, synergies, capital structure arrangements, preferred stock redemption, financial performance, shareholder meetings, and closing timing, which are based on current expectations and assumptions and are subject to various risks and uncertainties; actual results may differ materially from those expressed or implied.
The two companies also stated that this press release is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor does it constitute a solicitation of any vote or approval. In connection with the proposed transaction, ARRAY and Shoals expect to file a joint proxy statement with the SEC, and ARRAY plans to file a Form S-4 registration statement that will include the joint proxy statement and also serve as ARRAY’s prospectus. The companies urge investors and security holders to carefully and thoroughly read the relevant documents when they become available.
Company Profile
ARRAY Technologies states that it is a global leader in solar tracking and fixed-tilt systems, serving utility-scale and distributed generation customers involved in the construction, development, and operation of solar photovoltaic power plants.
Shoals Technologies Group states that it is a leading manufacturer of advanced electrical infrastructure solutions for mission-critical applications, serving utility-scale solar, battery energy storage, and data center power systems.