PNM-Blackstone acquisition pushed to 2027 after $400M stock sale voided

The proposed Blackstone acquisition of TXNM Energy, the parent company of PNM, is moving into 2027 after New Mexico regulators declared a related $400 million stock transaction void and ordered it unwound.

The New Mexico Public Regulation Commission found that TXNM Energy and Blackstone-affiliated entities completed the transaction without obtaining the commission’s required prior authorization. The transaction involved Troy TopCo LP’s purchase of 8 million TXNM Energy shares for about $400 million.

What the commission ordered

In a final order signed July 2, the PRC declared the financing transaction “void and of no effect.” The order requires the companies to file a compliance report showing how they unwound, rescinded, replaced, terminated or otherwise reversed the transaction.

The report must include transaction documents, board resolutions, repayment and financing records, and an accounting of dividends, carrying costs, financing costs, fees, taxes, transaction costs and other financial consequences. It also must identify which entities will bear those costs.

The commission imposed three $100,000 penalties: one against TXNM Energy, one against Troy TopCo LP, which acquired the shares, and one against Troy ParentCo LLC, the entity that authorized and participated in the transaction. The penalties total $300,000.

Ratepayer protections are central

The order bars the applicants from recovering transaction-related costs from New Mexico ratepayers unless the PRC expressly approves that recovery in a future proceeding. The restriction covers penalties, restructuring costs, financing costs, tax effects, accounting impacts, transaction costs and other adverse financial consequences tied to the stock transaction or actions taken to unwind it.

The companies also must identify the accounting or regulatory measures needed to hold New Mexico ratepayers harmless. PRC staff and other parties may review the compliance filing, and commission staff may conduct an audit or other verification at shareholder expense.

The larger acquisition is still pending

The stock transaction is separate from the larger proposed acquisition of TXNM Energy by Blackstone, although the commission found that the two transactions were connected. The PRC did not approve, cancel or finally reject the broader acquisition in the show-cause proceeding.

According to New Mexico Political Report, Blackstone extended the proposed acquisition timeline to May 31, 2027, to allow more time to obtain regulatory approvals. PNM said it had secured financing to buy back the stock, but the reversal had not been presented as completed in the approved reporting. The May 31 date is an extended timeline, not a guarantee that the acquisition will close.

The PRC’s order says the violation may be considered when the commission evaluates whether the proposed acquisition is lawful and consistent with the public interest. The commission canceled the existing procedural schedule and said the case will resume after the companies submit a plan addressing the unauthorized stock transaction. After reviewing the compliance report, audit and responses from commission staff and intervenors, the PRC could require amendments, suspend proceedings, dismiss the application without prejudice or allow the existing review to continue.

What happens next

A PRC public-comment hearing remains scheduled for Tuesday, July 28, 2026, from 1 to 7 p.m. at the University of New Mexico Student Union Building, Ballroom C, in Albuquerque. The hearing notice identifies the session as an opportunity for interested members of the public to comment on the broader acquisition proceeding. As of publication, no official source in the approved packet confirms that the hearing has concluded or announces a result.

For PNM customers, the practical questions are whether the ownership proposal changes the utility’s regulatory oversight, financing costs, infrastructure commitments or future electric rates. The PRC’s order creates a formal review point for those issues, but the ownership decision remains pending.

Sources

• New Mexico Public Regulation Commission final order
• PNM July 28 public-comment hearing notice
• New Mexico Political Report