Our mission is to be the leader in safe, sustainable utility infrastructure services, while fulfilling our roles as a values-driven employer of choice and a responsible corporate citizen in the communities in which we live and work. Centuri is a leading, pure-play North American utility infrastructure services company with over 110 years of operating history that partners with regulated utilities to maintain, upgrade and expand the energy network that powers millions of homes and businesses. We are a leader in utility infrastructure services and serve as long-term strategic partners to, and an extension of, North America’s electric, gas and combination utility providers, delivering a wide range of infrastructure solutions that ensure safe, reliable and environmentally sustainable grid operations. Our service offerings primarily consist of the modernization of utility infrastructure through the maintenance, retrofitting and installation of electric and natural gas distribution networks to meet current and future demands while also preparing systems for the transition to clean energy sources. We also serve complementary, attractive and growing end markets such as renewable energy and 5G datacom. Guided by our values and our unwavering commitment to serve as long-term partners to customers and communities, our more than 12,500 employees enable our customers to safely and reliably deliver electricity and natural gas and achieve their goals for environmental sustainability. North America relies on electric and gas delivery infrastructure for the basic energy needs of homes and businesses and generally to maintain its dynamic economy, but existing infrastructure is subject to degradation and is often decades old. Despite significant recent investment, much of the existing electric grid and, according to the U.S. Department of Transportation’s Pipeline and Hazardous Materials Safety Administration (“PHMSA”), more than 409,000 miles of gas main lines are more than 50 years old (including pipelines of unknown vintage) and in need of significant upgrade or replacement as of August 2023. Federal, state and local governments have increased regulatory stringency and enacted legislation to support the necessary infrastructure investments in the sector aimed at preventing disruption, enhancing safety and readying to meet current and future demands. Additionally, labor market constraints, the need for cost efficiency and a steadily declining utility workforce have led utilities to become increasingly reliant on outsourced utility service providers, creating an overall growing market well positioned for consolidation. We believe these trends represent a significant challenge for utilities, but also an opportunity for outsourced utility infrastructure services companies to build and maintain more efficient, sustainable infrastructure that can meet the needs of future generations. We often serve as an extension of our diverse utility customer base’s workforce, which consists of more than 400 customers as of the date of this prospectus. Our customers are leading electric, gas and combination utility companies across North America, including American Electric Power, Enbridge, Entergy, Exelon, NiSource, National Grid, Sempra Energy and Southern Company, among others. We also contract with certain large-scale 5G datacom providers to support increased utilization of 5G and network expansion with the addition of C-band and small cells. Our top 10 and top 20 customers are almost exclusively investment grade utilities and represented 49% and 71% of our revenues, respectively, during fiscal 2023. We have over 110 years of industry operating experience and a leading market share across a wide range of services in the electric and gas utility value chains. We believe our brand, scale, experience and fulsome service offerings compose the necessary profile to attract and retain the best talent and to competitively position ourselves among the largest providers in the sector, while prioritizing the safety of our employees, customers and other stakeholders. We place a strong emphasis on employee training and development and have implemented a robust safety program that strives to ensure that all projects are executed with the highest level of safety and quality standards. We operate through a family of integrated companies that work together across different geographies allowing us to establish solid relationships and a strong reputation for a wide range of capabilities. Operating across the utility value chain allows us to address diverse customer initiatives, and our knowledge, expertise and resources enable us to deliver successful projects that meet these ever-evolving needs. Furthermore, the composition of our workforce, which includes both union and non-union field labor, enables us to access a wide range of opportunities across regions, customers and projects. Our core operations are focused on modernizing utility infrastructure, which reduces risks of hazardous gas leaks, reduces methane emissions from natural gas pipelines, and hardens electric infrastructure from weather events, thereby increasing electric grid and delivery infrastructure resiliency, and improving overall safety, reliability, and sustainability of North American energy networks. By helping enable utility infrastructure to deliver safer, more sustainable solutions to meet the needs of our customers and the communities we collectively serve, our services are Environmental, Social and Governance (“ESG”)-focused in nature, improving and expanding positive and sustainable impacts across the energy network. We are committed to being an ESG leader through both our work to advance infrastructure for clean energy delivery, as well as our internal commitments for sustainability that guide our operations and vision for the future. A robust internal ESG framework aligns directly with our overall corporate strategy and long-term vision. To accommodate incremental demands from the broader transition to clean energy sources supported by key U.S. legislation, including the Inflation Reduction Act (“IRA”) and the Infrastructure Investment and Jobs Act (“IIJA”), numerous infrastructure upgrades or replacements are needed. We are strongly positioned to support this transition by providing the infrastructure needed to connect renewable energy to existing distribution systems as well as expanding electric grid capacity and modernizing electric and gas delivery infrastructure to support future demand. Examples of this work include supporting the infrastructure needed to transport renewable natural gas from dairy farms, enabling grid connectivity for wind and solar energy, and building out infrastructure for electric vehicle (“EV”) charging stations and battery storage facilities. We currently operate across 87 locations in 43 U.S. states and two Canadian provinces, enabling us to support our customers across multiple geographies. The majority of our customer relationships are governed by long-term master services agreements (“MSAs”), comprising approximately 82% of our total revenue during fiscal 2023. Additionally, of the remaining 18% of our total revenue that was generated from bid contracts, 7% was generated from existing MSA customers. Our MSAs generally have terms of between three and seven years, with a current weighted average remaining contract length of approximately three years. We predominantly perform smaller, lower-risk distribution projects for our customers. Our focus on MSA-driven work, long-term customer partnerships and recurring maintenance-oriented work orders provides us with a highly visible demand outlook. The utility services industry is highly fragmented and is comprised of a range of providers, from small, regional providers to scaled companies like Centuri. The top five largest utility service providers (including Centuri) collectively produced 18% of the 2022 utility services revenues in the industry, while the remaining 82% of those revenues were either produced by a large number of independent, regional providers or represent work self-performed by utilities, according to the ENR Top 600 Specialty Contractors 2023 Report and S&P Global Market Intelligence. Brand, scale, geographic footprint and breadth of services are key differentiating characteristics in the industry, which allow scaled companies such as ours to position themselves to capture opportunities that arise from sector tailwinds, including increasingly large utility footprints. We maintain a favorable mix of contracts, with 77% of our fiscal 2023 revenue generated from variable-priced contracts (54% of revenue from unit-priced contracts and 23% from time and materials (“T&M”) contracts). We believe that our exposure to fixed-price contracts, which represent the remaining 23% of our fiscal 2023 revenue, is among the lowest in the industry and serves to minimize execution risk across our operations. We were incorporated in Delaware on June 9, 2023. The address of our principal executive offices is 19820 North 7th Avenue, Suite 120, Phoenix, Arizona.
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- A smaller Quanta Services (PWR)
- Accenture for utility infrastructure
- Like Wipro or Infosys, but for physical utility infrastructure (gas, electric, broadband)
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- Electric Power Services: Provides construction, maintenance, and upgrade services for electric power transmission and distribution infrastructure.
- Natural Gas Services: Offers installation, replacement, and maintenance of natural gas pipelines and distribution systems.
- Telecom and 5G Services: Delivers services for the deployment and maintenance of fiber optic and 5G wireless telecommunications infrastructure.
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Centuri (CTRI) operates primarily as a business-to-business (B2B) company, providing comprehensive utility infrastructure services. Centuri partners with various entities to build and maintain essential energy and communications infrastructure.
While Centuri serves a diverse customer base of approximately 450 public and private utility companies and telecommunication providers across the United States and Canada, and does not publicly disclose specific revenue contributions from individual major customers, its S-1 filing highlights several prominent companies as examples within its customer base. These examples are described as being among 'the largest and most well-established companies' in their respective industries and are indicative of Centuri's major customers:
- Pacific Gas and Electric Company (Parent: PG&E Corporation - PCG)
- Southern California Gas Company (Parent: Sempra Energy - SRE)
- San Diego Gas & Electric Company (Parent: Sempra Energy - SRE)
- Southwest Gas Corporation (Parent: Southwest Gas Holdings - SWX)
- Public Service Company of New Mexico (Parent: PNM Resources - PNM)
- Black Hills Energy (Parent: Black Hills Corporation - BKH)
- Atmos Energy Corporation (ATO)
- Enbridge Gas Inc. (Parent: Enbridge Inc. - ENB)
- AT&T Inc. (T)
- Comcast Corporation (CMCSA)
- Verizon Communications Inc. (VZ)
- Charter Communications, Inc. (CHTR)
- T-Mobile US, Inc. (TMUS)
- Zayo Group, LLC (Private Company)
- Crown Castle International Corp. (CCI)
- American Tower Corporation (AMT)
- SBA Communications Corporation (SBAC)
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Christian Brown, President & Chief Executive Officer
Christian Brown has served as President and CEO of Centuri Holdings, Inc. since December 2024. Prior to joining Centuri, he was the CEO of EnerMech, a global energy and infrastructure services company, from 2020 to 2024, where he led significant operational change and diversified the business. EnerMech was acquired by Carlyle Group in 2018, indicating his management of a private equity-backed company. From 2011 to 2015, Brown was the CEO and Executive Director of Kentz Engineers & Constructors, a FTSE 250 listed company. During his tenure, Kentz's revenues grew from $700 million to $3.9 billion, and the company was successfully sold to SNC-Lavalin in 2014. Post-acquisition, he served as President of the Oil & Gas division and Corporate Development Officer at SNC-Lavalin. Earlier in his career, he held senior roles at Foster Wheeler Corporation and KBR.
Gregory A. Izenstark, Executive Vice President, Chief Financial Officer
Greg Izenstark is the Executive Vice President and Chief Financial Officer for Centuri, overseeing all financial activities, including strategy, management, reporting, and capital allocations. Before becoming CFO, he served as Senior Vice President and Chief Accounting Officer for Centuri. His previous experience includes roles at CF Industries, Brunswick Corporation, and Swift Transportation. Izenstark holds a B.S. in accounting from Bradley University and an M.B.A. from Lake Forest Graduate School of Business. He is also a Licensed Certified Public Accountant in Illinois.
Jason S. Wilcock, Executive Vice President, Chief Legal and Administrative Officer & Corporate Secretary
Jason Wilcock is the Executive Vice President, Chief Legal and Administrative Officer & Corporate Secretary for Centuri. He is responsible for directing the company’s Legal, Risk Management, Contract Administration, Compliance, Human Resources, Information Technology, and Real Estate / Facilities functions.
James W. Connell, Jr., Executive Vice President, Chief Commercial and Strategy Officer
James W. Connell, Jr. serves as the Executive Vice President, Chief Commercial and Strategy Officer at Centuri.
Catherine M. Berry, Senior Vice President, Head of Human Resources
Catherine M. Berry holds the position of Senior Vice President, Head of Human Resources at Centuri.
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The key risks to Centuri's business (CTRI) are primarily associated with its financial leverage, the inherent operational challenges of its project-based utility infrastructure services, and the broader regulatory and economic environment in which it operates.
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High Financial Leverage and Debt Servicing Ability
Centuri exhibits a relatively high level of leverage, with a debt-to-equity ratio of 1.81. Additionally, its interest coverage ratio is 1.09, reflecting a limited ability to cover interest expenses, which could be exacerbated by rising interest rates or operational setbacks. The company's return on invested capital (ROIC) is also lower than its weighted average cost of capital (WACC), suggesting potential inefficiencies in capital allocation. Maintaining compliance with debt covenants is an ongoing risk. General capital market risks and prevailing economic conditions are consistently cited as factors that could materially impact Centuri's financial performance.
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Operational Execution and Project-Based Risks
As a utility infrastructure services company, Centuri's business is inherently tied to the successful execution of projects. Key risks include customer project scheduling and duration, which can be unpredictable. The outcomes of competitive bid work and differences between anticipated and actual results of fixed-price construction agreements also pose significant risks. Furthermore, the company faces risks associated with contract and change order negotiations. The loss of one or more major clients that contribute significantly to its revenue could also materially impact the business.
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Regulatory and General Economic Conditions
Although Centuri itself is an unregulated energy services subsidiary, it operates within the regulated utilities sector and partners with regulated utilities. Consequently, governmental policies, regulatory actions, and decisions made by regulatory commissions regarding utility customer rates and service charges can indirectly reduce Centuri's earnings or cash flows by impacting its clients' investment in infrastructure projects. Construction costs associated with projects Centuri performs for regulated natural gas segments are subject to "prudency reviews." Additionally, the company is susceptible to new or changing legal requirements, including those related to environmental, health, licensing, and safety matters. Broader general economic conditions and severe weather events also represent ongoing risks that can affect project volumes and operational costs.
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The accelerating global transition away from natural gas as a primary energy source towards electrification and renewable energy. This trend is evidenced by numerous utility companies announcing decarbonization targets, significant government and private sector investments in electric grid modernization and renewable energy infrastructure, and increasingly stringent regulatory pressures against new fossil fuel infrastructure. This shift threatens to diminish the long-term demand for Centuri's substantial gas utility infrastructure services, which constitute a significant portion of its current business.
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Centuri Holdings, Inc. (CTRI) operates in several addressable markets within North America, primarily focusing on utility and energy infrastructure services. The estimated market sizes for their main products and services are as follows:
- Natural Gas Distribution and Pipeline Infrastructure: The U.S. gas pipeline infrastructure market was valued at approximately $1,149.26 billion in 2025 and is projected to reach around $2,431.55 billion by 2034. The U.S. natural gas distribution market alone was valued at $170.0 billion in 2024 and is expected to grow to $186.0 billion by 2032. North America held over 54.0% of the global gas pipeline infrastructure market revenue share in 2024, with the global market estimated at $2,800.53 billion in 2024 and projected to reach $4,372.16 billion by 2030. U.S. gas utilities could spend up to $1.4 trillion on gas infrastructure through 2050.
- Electric Power Transmission and Distribution Infrastructure: The U.S. power infrastructure market was valued at $264.2 billion in 2024 and is forecast to increase to $455.6 billion by 2032. The U.S. electricity transmission and distribution market was valued at $82.96 billion in 2022. The U.S. electric distribution utility market is anticipated to exceed $79.5 billion by 2032. Additionally, U.S. electric utilities are expected to spend approximately $208 billion on the power grid in 2025 and over $1.1 trillion within the next five years.
- Oil and Gas Facility Maintenance: The U.S. oil and gas infrastructure market, which includes maintenance services, was valued at $78.9 billion in 2024 and is projected to reach $147.8 billion by 2034. Within this, the oil, gas, and NGL pipelines segment is anticipated to surpass $41 billion by 2034.
- Telecommunications Infrastructure Services: The U.S. telecommunication market is currently valued at $400 billion. The U.S. telecom services market size was estimated at $468.08 billion in 2023 and is expected to grow to $725.68 billion by 2030. The U.S. telecom network infrastructure market is estimated at $211.10 billion in 2025 and is expected to reach $355.00 billion by 2035.
- Water and Wastewater Pipeline Solutions: While Centuri provides water and wastewater pipeline solutions, a specific addressable market size for *pipeline solutions* within the water and wastewater sector was not identified.
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Centuri (CTRI) is positioned for future revenue growth over the next 2-3 years, driven by several key factors. The company anticipates double-digit revenue growth in 2026.
Here are the expected drivers:
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Robust Backlog and New Contract Awards: Centuri has achieved a record-high backlog of approximately $5.9 billion, a 59% increase from the end of 2024, indicating strong future business prospects and revenue visibility. In the third quarter of 2025, the company secured approximately $815 million in bookings, with nearly 80% representing new revenue opportunities. Centuri is also tracking $1.7 billion in strategic bids with award decisions expected by the end of the first quarter of 2026.
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Expansion of Master Service Agreements (MSAs) and Customer Relationships: Growth in Centuri's business is being fueled by a significant expansion in MSA activity and growing customer relationships. The company expects to secure substantial MSA renewals, with approximately $1.3 billion across renewals and new MSA awards due by the end of Q1 2026, and over $2.0 billion in potential revenue from important MSA renewals in 2025.
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Accelerating Utility Infrastructure Investment and Energy Transition: Fundamental drivers supporting Centuri's business include an acceleration in utility infrastructure investment and the ongoing energy transition across North America. Centuri aims to capitalize on these substantial opportunities within the expanding energy infrastructure landscape.
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Strong Base Business Growth: Centuri is emphasizing the growth of its "base business," which excludes unpredictable storm restoration services. The base revenue in the third quarter of 2025 increased by 25% year-over-year, reflecting strong performance in its core operations. This focus on core, recurring operations is expected to drive sustainable earnings growth.
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Strategic Growth Initiatives and Operational Efficiency: The company is implementing a comprehensive multi-year strategic planning process focused on sustainable earnings growth and enhanced organizational integration. Initiatives such as strategic fleet optimization are expected to improve fleet efficiency by over 20% and enhance cash generation. Centuri is also targeting improved capital efficiency by shifting to a more balanced mix of equipment rentals/leases versus owned equipment.
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Share Repurchases
No information is available regarding share repurchase programs or executed share repurchases by Centuri (CTRI) over the last 3-5 years since its initial public offering in April 2024.
Share Issuance
- Centuri completed its Initial Public Offering (IPO) on April 22, 2024, offering 14,260,000 shares of common stock at $21.00 per share, including the full exercise of underwriters' over-allotment options.
- The IPO generated gross proceeds of approximately $299.5 million for Centuri.
- In a concurrent private placement, Icahn Partners LP and Icahn Partners Master Fund LP purchased an additional 2,591,929 shares of common stock at the IPO price, contributing approximately $54.4 million in gross proceeds to Centuri.
Inbound Investments
- Icahn Partners LP and Icahn Partners Master Fund LP made a significant initial investment of approximately $54.4 million by purchasing 2,591,929 shares in a private placement concurrent with Centuri's IPO in April 2024.
- Icahn Partners also made further investments by purchasing shares from Southwest Gas Holdings in secondary offerings and concurrent private placements in May, June, and August 2025, including approximately $50 million in May 2025, $22 million in June 2025, and $30.7 million for 1,573,500 shares in August 2025.
- As of September 30, 2025, The Vanguard Group reported beneficial ownership of 8,059,743 shares of Centuri Holdings common stock, representing 9.09% of the outstanding shares.
Outbound Investments
- In June 2021, Centuri Group Inc., then a wholly-owned subsidiary of Southwest Gas Holdings, Inc., entered into a definitive agreement to acquire Riggs Distler & Company, Inc.
- The acquisition of Riggs Distler & Company, Inc. served as Centuri's union electric platform, expanding its service offerings and geographic footprint across the Northeast, Mid-Atlantic, and Midwest regions.
- This acquisition significantly contributed to Centuri's Electric Utility Services segment revenue, adding $440.2 million in 2022.
Capital Expenditures
- Centuri has maintained its full-year 2025 outlook for net capital expenditures at $75 million to $90 million.
- Net capital expenditures for the second fiscal quarter of 2025 were $19.4 million, compared to $17.7 million in the same period of the prior year.
