The AES Corporation (AES) Proxy filing summary

Executive summary

• A special meeting is scheduled for June 26, 2026, to vote on the proposed acquisition by a consortium led by Global Infrastructure Partners (GIP) and EQT Infrastructure VI fund, with co-underwriters CalPERS and Qatar Investment Authority.

• The consortium will fund 100% of the purchase price with equity, with no incremental debt, and intends to maintain the existing capital structure and investment grade credit metrics.

• The transaction offers $15.00 per share, representing a ~40.3% premium to the 30-day VWAP prior to the first media report of a potential acquisition.

• Expected closing is in late 2026 or early 2027, subject to stockholder and regulatory approvals.

• Post-transaction, the company will shift from public to private ownership, supporting a longer-term focus and flexible dividend policy.

Voting matters and shareholder proposals

• Stockholders are encouraged to vote online or by phone by June 25, 2026, with the board unanimously recommending a vote FOR all proposals, including approval of the Merger Agreement.

• Failure to vote will have the same effect as a vote against the merger proposal.

Board of directors and corporate governance

• Directors, officers, and employees may be deemed participants in the proxy solicitation, with details on their interests available in the proxy statement and related SEC filings.