Dycom Industries, Inc. (NYSE:DY) signed a definitive agreement to acquire Power Solutions, LLC for approximately $1.93 billion on November 18, 2025. The base price for the Transaction is $1.95 million. The consideration to be paid at the closing of the Transaction will be payable as (a) 1,011,069 shares of Dycom Common Stock and (b) an amount in cash equal to the Purchase Price minus the stock consideration value, minus the purchase price adjustment escrow. Dycom plans to fund the cash portion of the transaction with a mix of cash on hand, a committed $1.0 billion senior secured term loan A facility and proceeds from a committed $700 million senior secured 364-day bridge loan facility. At closing, Power Solutions will continue to operate under its brand within Dycom. Power Solutions? strong management team is expected to remain in place and the company will maintain its headquarters in Bowie, Maryland.

The Closing is subject to expiration or termination of applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, receipt of required third-party consents, regulatory approvals and customary closing conditions. The Seller has unanimously approved this Agreement. The transaction is expected to close before the end of the fiscal year 2025. The transaction is expected to be immediately accretive to Dycom?s Adjusted EBITDA margin and Adjusted Diluted Earnings Per Share, excluding non-cash amortization of intangible assets. It is also projected to improve free cash flow for the combined company.

Michael J. Aiello, Sachin Kohli, Paul Wessel, Nicole Tark, Paul Overmyer, Merritt Johnson, Jasmine Rosner, Dan Nobil, Lyuba Goltser, Steve Bentsianov. Max Scott, Liza Cotter, Joseph Pari, Rebecca Sivitz, Timothy Welch, Ariel Fliman and Seth Kerschner of Weil, Gotshal & Manges LLP acted as legal advisors and Goldman Sachs & Co. LLC is serving as exclusive financial advisor to Dycom Industries, Inc. William M. Davidow, Jr. and Sara L. Reznicek of Miles & Stockbridge P.C. acted as legal advisor to Power Solutions, LLC. Source One Business Services, LLC is serving as financial advisor to Power Solutions.