TXNM Energy's Subsidiary, Texas-New Mexico Power Company, And Blackstone Infrastructure Reach An Unanimous Settlement With Parties In Its Filed Application With The Public Utility Commission Of Texas; As Part Of The Acquisition, TNMP Will Provide A $45.5M Rate Credit To Customers

Texas-New Mexico Power Company (TNMP), the Texas utility subsidiary of TXNM Energy (NYSE:TXNM), together with Blackstone Infrastructure have reached a unanimous settlement with parties in its filed application with the Public Utility Commission of Texas (PUCT) for Blackstone Infrastructure to acquire the outstanding common stock of TXNM Energy. The settlement is subject to approval by the PUCT.

Terms of the settlement include:

• Direct Financial Benefit to Customers: As part of the acquisition, TNMP will provide a $45.5 million rate credit to customers, distributed over 48 months following the transaction's closing. This commitment underscores TNMP's dedication to delivering measurable value to the communities it serves.
• Strong Governance and Local Oversight: TNMP will maintain a seven-member Board of Directors, including three disinterested directors and TNMP's President and CEO. The Board will have authority over key decisions such as dividend policy, capital expenditures, and officer appointments, ensuring decisions are made in the best interest of TNMP and its customers.
• Dividend payments will be subject to strict credit rating and financial health requirements, and director compensation will remain independent of the performance and goals of any entity other than TNMP.
• Financial Protections and Ring-Fencing: TNMP will maintain robust financial safeguards, including no acquisition-related debt, restrictions on dividend payments and restrictions on intercompany financial arrangements.
• Local Control and Workforce Protections: TNMP's headquarters will remain in Texas within its service territory, and day-to-day operations will continue under TNMP's management team. For at least three years post-closing, TNMP will not implement involuntary workforce reductions or reduce wages or benefits, except for cause or performance, and will honor existing labor agreements.
• Customer and Regulatory Protections: TNMP will not seek recovery of transaction-related goodwill or acquisition costs in customer rates. Additionally, TNMP will continue to operate under the jurisdiction of the PUCT and comply with all affiliate standards and codes of conduct.
• Commitment to Texas Communities: TNMP will maintain its current five-year capital spending plan through 2029, ensuring continued investment in infrastructure and reliability for Texas customers.

Parties to the settlement include Staff of the Public Utility Commission of Texas, Texas Industrial Energy Consumers, Office of Public Utility Counsel, Cities served by TNMP, Walmart Inc. and Texas Energy Association for Marketers. Valero Refining-Texas L.P. does not oppose the settlement.

The settlement is subject to approval by the PUCT. The PUCT hearings scheduled to begin on December 15, 2025, have been canceled. The filing and additional materials pertaining to the application are available at