Schneider Electric has agreed to acquire industrial software company PTC in an all-cash transaction valuing PTC’s equity at approximately US$22.6 billion (€20.1 billion), according to an announcement from Schneider Electric.
Under the definitive agreement, PTC shareholders will receive US$205 per share. Schneider Electric said the offer represents a 42.3% premium to PTC’s last closing price and a 46.1% premium to the company’s volume-weighted average share price over the previous 30 trading days.
The proposed acquisition is intended to combine PTC’s software capabilities in areas including computer-aided design (CAD), product lifecycle management (PLM), application lifecycle management (ALM) and service lifecycle management (SLM) with Schneider Electric’s existing industrial software and energy technology portfolio.
Schneider Electric said the combination would create a scaled industrial software and artificial intelligence (AI) business spanning the product lifecycle, from design and engineering through to operation and maintenance.
“The acquisition of PTC represents an important step forward in our ambition to lead the new era of Energy and Industrial Intelligence,” Schneider Electric CEO Olivier Blum said.
“By connecting and contextualizing data across the lifecycle of products and assets, we will create a unique digital thread for the next generation of Industrial AI,” he added.
PTC serves more than 30,000 customers globally and generated €2.4 billion in revenue in calendar 2025, according to Schneider Electric. The company has particular strengths in discrete and hybrid manufacturing, with its software used to manage product and engineering data throughout the product lifecycle.
PTC President and CEO Neil Barua said joining Schneider Electric would provide the company with additional scale and resources to expand its software offering.
“We gain substantial scale and resources to accelerate innovation, advance our Intelligent Product Lifecycle vision, and expand our business into more geographies and end markets to serve more customers,” Barua said.
Schneider Electric said PTC would add product and engineering data capabilities to its industrial AI data foundation, complementing its existing process and energy data capabilities. The company said the combined portfolio is intended to connect engineering information with operational data and provide what it describes as a contextualised data foundation for industrial AI applications.
The proposed deal would also expand Schneider Electric’s presence in industrial software. Schneider Electric said software and services revenue would represent an estimated 24% of group revenue on a pro forma basis following the transaction, with more than 15,000 software employees and more than 50,000 software customers.
The companies also expect the combination to create opportunities for cross-selling across their respective customer bases and distribution channels. Schneider Electric estimates the transaction could expand its total addressable market in industrial software by approximately three times, including through greater exposure to discrete and hybrid manufacturing.
Financially, Schneider Electric expects €250 million in annual run-rate cost synergies by the third year following completion, as well as approximately €800 million in revenue synergies. The company said the transaction is expected to be immediately low-single-digit accretive to adjusted earnings per share before purchase price allocation in the first year of full consolidation, rising to mid- to high-single-digit accretion when full run-rate synergies are included.
The transaction will be financed through a combination of approximately €5 billion to €6 billion in equity issuance and €16 billion to €17 billion in new debt issuance. Schneider Electric said the total cash consideration of approximately €22 billion is secured through a fully committed bridge facility provided by Morgan Stanley and Société Générale.
The company said it expects to retain Category A credit ratings, subject to confirmation by ratings agencies. Schneider Electric also said it intends to continue its progressive dividend policy and its previously announced portfolio disposal and share buyback programmes.
The acquisition has been unanimously approved by the boards of both companies. Completion is anticipated by the third quarter of 2027, subject to customary closing conditions, including approval by PTC shareholders holding at least a majority of outstanding shares and required regulatory approvals.
PTC’s board has resolved to recommend that shareholders approve the merger agreement.
Schneider Electric said the transaction remains subject to risks and uncertainties, including the possibility of regulatory or shareholder approval not being obtained, delays to completion, integration costs, disruption to operations and changes in market conditions. The company also noted that its projected synergies and financial benefits are forward-looking estimates and are not guarantees of future performance.
The proposed acquisition comes as industrial companies increasingly seek to connect product design, engineering, operational and energy data across their production and asset lifecycles. Schneider Electric said the combination with PTC is intended to support this convergence by linking information from the design and build stages with data generated during operation and maintenance.
Schneider Electric expects to provide an update on its third-quarter 2026 revenue on October 16, bringing forward the previously planned release following the transaction announcement.
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