Schneider Electric Agrees to Buy PTC for $205 a Share, About 8.8 Times Revenue, With Closing Not Due Until 2027

Schneider Electric agreed on Monday, October 5, to buy PTC for $205 a share in cash, which values the Boston software maker's equity at about $22.6 billion and the business at $23.7 billion including debt. The headline number is the least informative part of the announcement. The deal is signed by both boards, not closed, and the companies expect completion by the third quarter of 2027.

The terms are set out in a joint release filed with the SEC as an 8-K exhibit. The $205 price is a 42.3% premium to PTC's last close before the announcement and 46.1% above its 30-trading-day volume-weighted average price, according to that release.

What the $205 price implies

The release gives PTC's calendar 2025 revenue at €2.4 billion with an adjusted EBITA margin of about 40%. Against the €21.1 billion enterprise value, that works out to roughly 8.8 times trailing revenue, a figure The Terminal calculated from those two numbers and not one either company published. Schneider itself frames the price as 21 times 2027 estimated adjusted EBITA, or 13 times once full run-rate savings are counted.

The savings assumptions carry much of that second number. Schneider expects €250 million in annual cost savings by year three and about €800 million in added revenue, and the release does not say how the revenue figure was built.

Term	Figure	Source
Offer per share	$205 cash	Joint release
Equity value	About $22.6 billion	Joint release
Enterprise value	$23.7 billion	Joint release
EV to 2027E adjusted EBITA	21x, or 13x with savings	Joint release

How Schneider pays

The cash consideration is about €22 billion, backed by a fully committed bridge facility from Morgan Stanley and Société Générale. Schneider plans to fund it with roughly €5 billion to €6 billion of new equity sold through an accelerated bookbuild and €16 billion to €17 billion of new debt in several currencies.

The market read that as dilution plus new debt. Schneider's shares fell 9.9% in Paris at midday while the broader market was down 1.1%, The Next Web reported. The Boston Globe put PTC's Nasdaq close at $192.26, up 33%, which is $12.74 or 6.6% below the offer. That gap is the market's price for the 2027 closing date and for the risk that shareholders or regulators say no.

What PTC sells and who else is in the frame

PTC makes CAD and product lifecycle software that manufacturers use to design, build and service products. The Globe puts its fiscal 2025 revenue at $2.7 billion and notes the stock had fallen about 30% over the prior year. PTC Chief Executive Neil Barua called the all-cash transaction "the culmination of the PTC Board's commitment to maximize shareholder value."

This is Schneider's third software purchase in three years. It completed Aveva in 2023, and its $3.1 billion Cognite deal, announced in June, has not yet closed. Schneider Chief Executive Olivier Blum said the combination would create "the industry's most complete Software & AI powerhouse." Schneider generated about $45 billion of revenue in 2025, roughly 80% from hardware and related services, per the Globe.

None of the documents reviewed names a competing bidder. The release says PTC may owe a termination fee in some circumstances and gives no amount.

What would confirm or contradict the story

Schneider will publish third-quarter revenue on October 16, earlier than planned because of the deal, per The Next Web. The merger agreement, which would show the termination fee, and the PTC proxy are the next documents to check. A majority of PTC's outstanding shares must approve, and the regulatory filings have not been listed. Until then the defensible statement is that Schneider has an agreement, not a company.

For comparison with other large private-market and pre-IPO pricing this quarter, see the Q3 venture funding tally and the Nscale convertible notes, both of which priced growth against a cap.