New Mexico’s Public Regulation Commission (PRC) ruled that TXNM Energy and Blackstone Infrastructure violated state law by completing a $400 million stock transaction without prior approval and ordered them to unwind it immediately. TXNM said it will reverse the transaction as directed and has paused progress in the approval process for the proposed acquisition of the state’s largest electric utility. The decision underscores the PRC’s authority to scrutinize utility holding-company structures and delivers a significant negative shock to TXNM’s equity value, financing capacity and deal certainty.

TXNM Energy and Blackstone said they have extended the terms of their $11.5 billion merger agreement, with the companies now estimating the transaction will close in the first half of 2027. The extension follows a New Mexico Public Regulation Commission decision ordering the companies to unwind a $400 million TXNM stock sale to Blackstone affiliates, saying it lacked PRC approval and was illegal, and imposing $300,000 in fines. TXNM said it entered into a $400 million loan to reverse the stock sale and that the debt will sit at the parent company level. The transaction still requires final approvals from New Mexico’s PRC and the U.S. Nuclear Regulatory Commission, and TXNM shares fell on the day.