Schneider Electric, a major French player in energy technology, is moving to acquire Shelly Group, Bulgaria's smart home device manufacturer, through an all-cash tender offer valuing the company at €1.2 billion. The transaction requires clearance from Bulgaria's Financial Supervision Commission and competition authorities, and will only proceed if Schneider secures at least 95% of Shelly's outstanding shares.
On September 24, Schneider announced it had secured an agreement with Shelly Group and its two co-founders, Dimitar Dimitrov and Svetlin Todorov, who collectively hold approximately 57% of the company.
Offer structure and pricing
Schneider will tender €70 per share for all Shelly shares not already in its possession, with the offer being made via SE 2026 A, a Schneider Electric subsidiary. The proposed price represents a 27% premium to Shelly's reference share price of €55.20 recorded before deal speculation surfaced in late July, and a 22% increase from the current reference price of €57.50. Under Bulgarian regulations, the reference price for tender offers is calculated as the volume-weighted average share price over the preceding six months.
Dimitrov, who holds roughly 29% of Shelly, is expected to accept the offer and will reinvest a portion of proceeds alongside Schneider for a minimum of three years. Todorov, controlling approximately 28% through personal ownership and his company Salisto Holdings, has committed to selling his stake in two tranches: an initial 5% stake that does not confer control, followed by the remaining 23% once competition regulators give approval. Both transactions will be voided should the tender offer fail.
The company's board of directors endorsed the offer, issuing a preliminary opinion stating that the proposed price would serve the interests of Shelly, its shareholders and workforce.
Timeline and conditions
The acquisition remains subject to completion of several regulatory steps. Schneider will submit the tender offer to the Financial Supervision Commission for review, after which the full terms will be disclosed and shareholders granted a defined window to respond.
If Schneider reaches the 95% threshold, it can buy out the remaining shareholders and take Shelly off the stock exchange. If it does not, the offer falls through.
Schneider has targeted the end of the first quarter of 2027 for deal closure.
Strategic rationale
Shelly Group, established in 2003 by Dimitrov and Todorov and headquartered in Sofia, specializes in IoT and smart building solutions. The company, previously operating under the name Allterco, adopted the Shelly Group brand in 2023 and operates a software-driven platform for residential energy management.
Schneider intends to merge Shelly's platform capabilities with its existing operations serving homes, building renovation projects and small commercial properties.
By combining Shelly's software-led home energy platform with Schneider Electric's technology leadership, we unlock the next level of Energy Intelligence across residential, retrofit and small commercial buildings
Frédéric Godemel, EVP of Energy Management at Schneider Electric
Shelly brings differentiated capabilities in connectivity at scale, interoperability and home energy management that strengthen our ability to combine the physical and digital worlds in Home and small buildings
Frédéric Godemel, EVP of Energy Management at Schneider Electric
Deutsche Bank is serving as Schneider's financial advisor. UniCredit Bulbank acts as the licensed Bulgarian investment intermediary, while Boyanov & Co. and Bredin Prat lead the legal advisory work.