Upon closing, which is expected in the second half of 2026, both companies will become subsidiaries of Thomas Lloyd Climate Solutions Holdings PLC, a new holding company incorporated under the laws of England and Wales, which is expected to be listed on Nasdaq under TCSG.
The transaction values ThomasLloyd at a pre-money equity value of $850 million, with the potential to increase to $1.3 billion via a $450 million share price-based earnout. The business combination positions ThomasLloyd to enter the U.S. AI data center market, where operators face energy availability constraints that limit expansion. ThomasLloyd provides sustainable energy infrastructure that can be deployed faster and at a lower cost than traditional alternatives. The combination will also provide capital for broader expansion in North America and the Asia-Pacific region. ThomasLloyd currently develops and finances sustainable energy projects across more than 50 countries.
The global, cross-practice Reed Smith deal team included lawyers from the firm’s U.S., UK, and German offices across corporate, antitrust, privacy, tax, and regulatory practices. The team was led by partners Yuta Delarck, Jocelyne Kelly, and Samantha Myers and associates Sheran Sharafi, Baihan Li, and Luke Meyerson, with assistance from partners Marjorie Holmes, Harrison Stimson, Thao Ngo, Brian Farmer, Nigel Stark, and Ron Scharnberg, associates Vaibhav Adlakha, Mike Summers, and Zachary Anderson, and new associates Giulia Piccininni, Kristen Carolan, and Rob Harbison.
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