Vertiv Holdings Co. (VRT) Commences 20M Share Secondary Offering

Vertiv Holdings Co (NYSE: VRT), a global provider of critical digital infrastructure and continuity solutions, today announced the commencement of an underwritten secondary offering of up to 20,000,000 shares of Vertiv’s Class A common stock by VPE Holdings, LLC (“Platinum”), an affiliate of Platinum Equity, LLC, pursuant to an effective registration statement on file with the Securities and Exchange Commission (the “SEC”). In connection with the offering, Platinum intends to grant to the underwriters a 30-day option to purchase up to 3,000,000 additional shares of Vertiv’s Class A common stock.

The closing of the offering is expected to occur on or about November 4, 2021 (the “Closing”), subject to customary closing conditions. Following the Closing, Platinum will remain Vertiv’s largest stockholder, owning at least 36,880,215 shares of Class A common stock, representing an economic interest of approximately 9.8% in Vertiv. Vertiv is not selling any shares of Class A common stock in the offering and will not receive any proceeds from the offering. J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC and Citigroup are acting as joint book-running managers of, and as the underwriters for, the offering.

Vertiv has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates, and the offering may only be made by means of such written prospectus. Before you invest, you should read the prospectus included in the registration statement on file with the SEC and other documents Vertiv has filed with the SEC for more complete information about Vertiv and this offering. Copies of these documents may be obtained for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, Vertiv, any underwriter, or any dealer participating in the offering will arrange to send these documents if contacted at: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, Attn: Prospectus Department, 1155 Long Island Avenue, Edgewood, NY 11717, or telephone: 1-866-803-9204 or by email at [email protected], Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, New York 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing [email protected], or Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 (telephone: 1-800-831-9146).

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

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