Business 4 min read

Schneider Electric Will Borrow Heavily to Buy Design Software Maker PTC for $22.6 Billion

The French energy-equipment group is paying US$205 a share in cash, funded largely by €16 billion to €17 billion of new debt, and will pause share buybacks for two years.

Eva Chin
Business & Chinese Culture Correspondent
Published 8 Oct 2026, 9:56 AM (SGT)
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Stainless steel pipework and valves on industrial process equipment Stainless steel pipework and valves on industrial process equipment Photo by Policarpo Brito on Pexels
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8 OCT 2026 — Schneider Electric, the French maker of electrical and energy-management equipment, announced on 5 October that it has agreed to buy the American design software company PTC for US$205 a share in cash. The deal values PTC's equity at about US$22.6 billion, and Schneider plans to pay for most of it with new debt. It would make software and services about a quarter of Schneider's revenue, and it comes while Schneider's last software purchase, of the industrial data company Cognite, is still awaiting approval.

The price

According to the joint release, the US$205 offer is a 42.3% premium to PTC's last closing price before the announcement and 46.1% above its average price over the previous 30 trading days. Including debt, the deal implies an enterprise value of US$23.7 billion, or 21 times PTC's expected 2027 adjusted operating profit before amortisation.

PTC makes computer-aided design and product lifecycle management software, the tools manufacturers use to design products and manage their engineering data. It has more than 30,000 customers and reported €2.4 billion of revenue in 2025 with an adjusted margin of about 40%.

US$205Cash per PTC share, a 42.3% premium
US$22.6bnEquity value; US$23.7bn including debt
€16-17bnNew debt Schneider expects to issue to fund it
Q3 2027Expected completion, subject to shareholder and regulatory approval

Paid for mostly with debt

The total cash bill is about €22 billion, covered for now by a bridge loan from Morgan Stanley and Société Générale. Schneider expects to replace that with roughly €5 billion to €6 billion of new shares, sold through an accelerated bookbuild, and €16 billion to €17 billion of new debt raised in several currencies.

Schneider will complete €600 million of share buybacks in 2026 and then pause them in 2027 and 2028 to make room for the borrowing. It says it expects to keep its single-A credit ratings, subject to confirmation by the rating agencies.

Why Schneider wants design software

Schneider already owns AVEVA, which makes software for running industrial plants, and has agreed to buy Cognite. The release argues that PTC fills the gap between product design and plant operation. Schneider has data about how plants and energy systems operate, and PTC has data about how products are designed and engineered. The aim is what both companies call a "digital thread" running from design to maintenance, which they say AI agents need to be useful in industry.

Schneider expects €250 million a year of cost savings by the third year and about €800 million of extra revenue from selling across both customer bases. It forecasts the deal will add slightly to adjusted earnings per share in the first full year, and more once the savings arrive.

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What could stop it

PTC's shareholders must approve the deal, and it needs antitrust and foreign-investment clearances, including from the Committee on Foreign Investment in the United States, according to PTC's filing. If PTC walks away for a better offer, or its board withdraws its recommendation, it owes Schneider a US$700 million break fee.

Both boards approved the deal unanimously, and PTC's board recommends that shareholders vote for it. Schneider has brought forward its third-quarter revenue release to 16 October.

A bigger bet on software

Techzine put Schneider's 2022 buyout of AVEVA's remaining shares at €11 billion and its June agreement for Cognite at US$3.1 billion. PTC would be larger than either. Schneider says software and services would rise to about 24% of group revenue, with more than 15,000 software employees, once both pending deals close.

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Eva Chin
Business & Chinese Culture Correspondent

Eva Chin covers business and commerce in Southeast Asia for RECATOOLS, alongside Chinese cultural practice and education.

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