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# Shoals Agrees To All-Stock Merger With ARRAY, Leaving Its Holders About 65% Of The Combined Company
- URL: https://www.bullished.co/shoals-agrees-to-all-stock-merger-with-array-leaving-its-holders-about-65-of-the-combined-f0430ee5/
- Published: 2026-11-04T14:32:26.000Z
- Updated: 2026-11-04T14:32:26.000Z
- Description: Shoals CEO Brandon Moss would run the merged company, and ARRAY committed to redeem $317.5 million of preferred stock.
- Author: Matteo Parrino
- Tags: Deals, SHLS, Industry: Industrials

[Shoals Technologies Group](https://www.bullished.co/tag/shls/), which makes the electrical equipment linking solar panels and battery systems to inverters and the grid, agreed Wednesday to merge with solar tracker maker ARRAY Technologies in an [all-stock deal](https://money.usnews.com/investing/news/articles/2026-11-04/array-to-buy-shoals-in-1-32-billion-all-stock-deal?ref=bullished.co). Shoals shareholders would own about 65% of the combined company, and Shoals CEO Brandon Moss would be its chief executive.

## A fixed ratio and a 65% stake

Shoals holders will receive [1.6931 ARRAY shares](https://www.globenewswire.com/news-release/2026/11/04/3395153/0/en/array-technologies-and-shoals-technologies-group-announce-transformative-merger-creating-an-integrated-energy-infrastructure-platform.html?ref=bullished.co) for each Shoals share. That leaves them with about 65% of the combined company's basic shares, or 64.5% fully diluted, and ARRAY holders with the rest. ARRAY is the legal acquirer and becomes the parent.

Reuters [valued the deal](https://money.usnews.com/investing/news/articles/2026-11-04/array-to-buy-shoals-in-1-32-billion-all-stock-deal?ref=bullished.co) at about $1.32 billion for Shoals.

The companies expect more than $100 million of added annual adjusted EBITDA synergies within three years of closing. About $20 million of cost savings and about $15 million of cross-selling gains are expected in year one.

## Preferred stock cleanup

ARRAY committed to redeem $317.5 million of its Series A Perpetual Preferred Stock. Of that, [$161.3 million is due](https://www.marketwatch.com/story/array-shoals-shares-rally-after-companies-ink-merger-439337df?ref=bullished.co) within 90 days of closing at 93% of liquidation preference. The remaining $156.3 million comes at 96% in installments of at least $52 million.

The companies say the redemptions should cut cash distributions by nearly $100 million over five years. After the first redemption, the liquidation preference would be about $348.7 million.

The companies also gave a preliminary, indicative 2027 pro forma outlook for the combined company, including year-one synergies: revenue of [$2.2 billion](https://www.marketwatch.com/story/array-shoals-shares-rally-after-companies-ink-merger-439337df?ref=bullished.co) to $2.4 billion and adjusted EBITDA of $410 million to $480 million. They stress it is not a projection of either firm. Pro forma net debt to adjusted EBITDA is 2.6x at year-end 2026, and the companies estimate it falls below 2x by year-end 2027.

## Cross-selling and who runs it

Only about 20% of projects the two companies served in 2025 and 2026 used products from both, which the companies call a cross-selling opportunity.

The board will have ten directors: four independent directors from each current board, plus Moss and Chairman Brad Forth. ARRAY CEO Kevin Hostetler becomes a special advisor. Headquarters will be in Albuquerque, New Mexico, and a new name and ticker are coming.

If the deal collapses over a change in board recommendation, Shoals would owe ARRAY a $40.3 million termination fee, and ARRAY would owe Shoals $22.2 million.

The companies expect to close in the first quarter of 2027, after shareholder votes at both firms and regulatory approvals, with proxy materials due by year-end.

Learn

- [Item 1.01: entry into a material agreement →](https://www.bullished.co/learn/8-k-items-explained/#item-101-entry-into-a-material-agreement)  
From 8-K Items Explained: What Every Item Code From 1.01 To 9.01 Tells You, With Examples

### Sources

- [8-K Filing — Shoals Technologies Group, Inc. (SHLS)](https://www.sec.gov/Archives/edgar/data/0001831651/000119312526446356/d130123d8k.htm?ref=bullished.co) — SEC EDGAR
- [Exhibit d130123dex991.htm — Shoals Technologies Group, Inc. 8-K exhibit](https://www.sec.gov/Archives/edgar/data/0001831651/000119312526446356/d130123dex991.htm?ref=bullished.co) — SEC EDGAR
- [Exhibit d130123dex992.htm — Shoals Technologies Group, Inc. 8-K exhibit](https://www.sec.gov/Archives/edgar/data/0001831651/000119312526446356/d130123dex992.htm?ref=bullished.co) — SEC EDGAR
- [ARRAY to Buy Shoals in $1.32 Billion All-Stock Deal](https://money.usnews.com/investing/news/articles/2026-11-04/array-to-buy-shoals-in-1-32-billion-all-stock-deal?ref=bullished.co) — Reuters
- [Array Technologies, Shoals Technologies to merge in all-stock deal (ARRY:NASDAQ) | Seeking Alpha](https://seekingalpha.com/news/4664690-array-technologies-shoals-technologies-to-merge-in-all-stock-deal?ref=bullished.co) — seekingalpha.com
- [Array, Shoals Shares Rally After Companies Ink Merger](https://www.marketwatch.com/story/array-shoals-shares-rally-after-companies-ink-merger-439337df?ref=bullished.co) — MarketWatch
- [ARRAY Technologies and Shoals Technologies Group Announce](https://www.globenewswire.com/news-release/2026/11/04/3395153/0/en/array-technologies-and-shoals-technologies-group-announce-transformative-merger-creating-an-integrated-energy-infrastructure-platform.html?ref=bullished.co) — globenewswire.com
- [Shoals Technologies Group, Inc. Reports Financial Results](https://www.globenewswire.com/news-release/2026/11/04/3395184/0/en/shoals-technologies-group-inc-reports-financial-results-for-third-quarter-2026.html?ref=bullished.co) — globenewswire.com

### More on Shoals Technologies Group

- [Shoals Revenue Jumps 43.8% To $195.3 Million, But Gross Margin Falls To 31.9%](https://www.bullished.co/shoals-revenue-jumps-43-8-to-195-3-million-but-gross-margin-falls-to-31-9-7f875687/)
- [First Trust Group Reports 5.87% Stake In Shoals Technologies, Mostly Through Unit Trusts](https://www.bullished.co/first-trust-group-reports-5-87-stake-in-shoals-technologies-mostly-through-unit-trusts-31bcaf5f/)
- [BlackRock Unit Reports 6.6% Passive Stake In Shoals Technologies](https://www.bullished.co/blackrock-unit-reports-6-6-passive-stake-in-shoals-technologies-6926bf00/)

[All Shoals Technologies Group (SHLS) coverage →](https://www.bullished.co/tag/shls/)