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Schneider Electric plans €1.2bn takeover of Shelly Group

The €70-a-share cash proposal carries a 27% unaffected premium and has support from Shelly Group founders controlling about 57% of the company.

Schneider Electric SE (Euronext Paris: SU) intends to acquire Shelly Group SE through a voluntary public takeover offer valuing the Bulgarian smart-building technology company at approximately €1.2bn. Schneider Electric’s bidding vehicle plans to offer €70 in cash for every outstanding Shelly Group share, subject to regulatory approvals and a minimum acceptance condition that would leave the bidder holding at least 95% of Shelly Group’s outstanding capital after completion.

The offer has unusually strong shareholder support before formal completion. Shelly Group’s two founders collectively control about 57% of the company and have agreed, subject to specified conditions, to participate in the transaction. Shelly Group’s board has also reached a preliminary view that an offer on the disclosed terms would be in the interests of the company and its stakeholders.

Why is Schneider Electric willing to pay a premium for Shelly Group?

The €70 offer represents a 27% premium to Shelly Group’s unaffected reference price on 28 July and approximately 22% above the reference price immediately preceding the announcement. Schneider Electric is therefore paying for more than Shelly Group’s existing hardware revenue; the strategic attraction includes its software-led platform, connected devices and consumer-facing position in home energy management.

Schneider Electric already has extensive operations across electrical equipment, energy management, automation and building technology. Shelly Group adds a comparatively lightweight, software-connected ecosystem aimed at residential buildings, retrofits and smaller commercial properties. That potentially gives Schneider Electric a deeper position at the edge of the electricity network, where customers increasingly want real-time monitoring and control rather than passive switches and electrical components.

The transaction also fits a broader shift in building technology toward connected energy management. As distributed solar generation, batteries, electric vehicles and dynamic electricity pricing become more common, software capable of coordinating loads can become more commercially valuable. Hardware remains essential, but the customer relationship increasingly sits in the application, cloud platform and data layer above the device.

What kind of company is Schneider Electric buying?

Shelly Group reported first-half 2026 revenue of €68.3m, up 26.5% year on year, while earnings before interest and tax increased 45.6% to €17.7m. Net profit reached €15.4m, up 51.4%, and its reported EBIT margin was 26%. Those figures help explain why Schneider Electric is willing to pay a sizeable premium for a company that combines growth with unusually high profitability for its size.

The financial profile also makes Shelly materially different from an early-stage Internet-of-Things acquisition dependent on future scale to justify losses. Schneider Electric would be acquiring an established profitable platform that can potentially use the French group’s distribution and customer relationships to expand internationally.

The offer document says the transaction is intended to preserve Shelly Group’s organisation, workforce and entrepreneurial culture in Bulgaria. That can be important because much of the acquisition value may reside in product development, software capabilities and engineering talent rather than manufacturing assets alone.

Why does Schneider Electric want at least 95% ownership?

The 95% minimum acceptance threshold gives Schneider Electric a path toward full control rather than operating Shelly Group indefinitely as a partly owned public affiliate. A very high ownership level can simplify integration, strategic decision-making and potential corporate actions involving remaining minority shares.

It also creates execution risk. Even with approximately 57% support from the founders, Schneider Electric still needs enough other shareholders to accept the offer to cross the threshold. Regulatory clearances must also be obtained, with the companies currently targeting completion by the first quarter of 2027.

The difference between Shelly’s market price and the €70 offer provides a live measure of those remaining uncertainties. Shelly shares were trading around €67 on German venues on 24 September, up more than 4% but still below the proposed cash consideration. That discount broadly reflects the fact that shareholders cannot yet treat the €70 payment as completed cash in their accounts.

What does the market reaction say about Schneider Electric’s deal?

Schneider Electric shares had closed at €293.35 on 23 September and were indicated slightly lower in early trading around the announcement, while Shelly Group shares rose sharply toward the bid price. The contrast is typical of an agreed cash takeover: target shareholders capture the immediate premium while the buyer’s investors evaluate purchase price, integration and prospective returns.

At approximately €1.2bn, the acquisition is significant for Shelly Group but manageable relative to Schneider Electric’s roughly €145bn market capitalisation. The deal therefore does not place the buyer’s balance sheet at the centre of the investment argument. The more important question is whether Schneider Electric can use its international reach to expand Shelly Group quickly enough to justify paying a double-digit premium.

The acquisition becomes especially interesting when viewed through the changing economics of buildings. Schneider Electric already supplies much of the infrastructure that controls power inside homes and commercial properties. Shelly adds a digitally native layer that can make those systems more visible and controllable to end users. If the integration works, Schneider Electric gains another route from electrical hardware into recurring software, energy-management and connected-device relationships.

That makes the proposed takeover less about buying another smart plug manufacturer and more about controlling a larger part of the building-energy interface. The €70 offer is paying for that possibility. Completion still requires the 95% threshold and regulatory approvals, but Shelly’s founders have already delivered Schneider Electric a substantial starting block toward control.


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