PTC Inc. has entered into a definitive agreement to be acquired by Schneider Electric SE in an all-cash transaction valued at approximately $22.6 billion. The deal, signed on October 4, 2026, and announced on October 5, 2026, will see PTC shareholders receive $205 per share in cash for each share of common stock they own.

The transaction represents a premium of 42.3% over PTC’s last closing share price and 46.1% over the 30-day volume-weighted average price prior to the announcement. Upon completion, PTC will become a wholly owned subsidiary of Schneider Electric and its shares will be delisted from the Nasdaq Global Market.

According to the filing, the merger is subject to the approval of a majority of PTC’s outstanding common stock, as well as regulatory clearances including antitrust reviews and approval from the Committee on Foreign Investment in the United States (CFIUS). The agreement includes a termination fee of $700 million payable to Schneider Electric under certain circumstances.

Financial terms outlined in the release indicate an implied enterprise value of $23.7 billion. Schneider Electric projects the transaction will be accretive to its financial profile, including revenue growth and free cash flow conversion. The company expects to achieve approximately 250 million euros in highly executable annual run-rate cost synergies by Year 3 and around 800 million euros in revenue synergies.

PTC is described as a leader in complex industrial product design, engineering, and data management, serving over 30,000 customers globally. The company generated 2.4 billion euros in revenue in CY25 with an adjusted EBITA margin of approximately 40%. The acquisition is intended to create a leading industrial software and AI franchise, bridging the physical and digital worlds across the product lifecycle.