Some interesting news has just reached CE Pro’s news desk, having originally flown under the radar. It has been announced that Shelly Group has entered into an Investment Agreement with SE 2026 A SAS (“Bidder”), a wholly-owned subsidiary of Schneider Electric SE (“SE”). The purpose of this agreement, according to Shelly Group, is to “set out the terms on which Shelly Group would support Schneider Electric’s intended voluntary public tender offer for all outstanding shares in Shelly Group” (which is being referred to as the ‘Offer’).
Schneider Electric intends to offer EUR 70.00 in cash for each Shelly Group share.
In more direct terms, the agreement equates to a Voluntary Public Takeover of Shelly Group by Schneider Electric, which has been supported by the founders of Shelly Group.
Dimitar Dimitrov, Co-Chief Executive Officer and holder of approximately 29% of Shelly Group’s shares, has committed to tender his shares into the expected Offer, if made, and to reinvest a portion of the proceeds alongside Schneider Electric.
Svetlin Todorov, Co-Founder and holder of approximately 28% of Shelly Group’s shares, held by him directly and via his own company Salisto Holdings, has also agreed to sell all shares controlled by him in two tranches. The first tranche comprises 5% of Shelly Group’s share capital; the second tranche comprises approximately 23% and remains subject to merger-control clearance.
Further details of Shelly’s agreement with Schneider Electric
In a release published on Shelly Group’s website, the company gave this reasoning for entering into the agreement with Schneider Electric:
“The proposed transaction is intended to support Shelly Group’s next phase of development as an international technology and platform company. It is expected to combine Shelly’s technology platform and customer proximity with Schneider Electric’s global reach, resources and energy-management expertise, while preserving Shelly Group’s entrepreneurial culture, organization and workforce in Bulgaria.”
As of right now, no offer has been registered or published and no offer to acquire shares in the Company is currently being made.
Following clearance by the Bulgarian Financial Supervision Commission (“FSC”) and publication of the offer document, the Board of Directors will publish its reasoned opinion in accordance with applicable Bulgarian securities law.
Should the Offer be successful, Schneider Electric intends to take steps aimed at obtaining full ownership of Shelly Group and pursuing a potential delisting, in each case subject to applicable law and regulatory approvals.
Shelly Group reports it expected closing to be done by Q1 2027.
Following closing, Dimitrov is expected to remain Co-Chief Executive Officer of Shelly Group together with Mr. Wolfgang Kirsch, ensuring continuity in Shelly Group’s management following completion of the transaction.
What Shelly leadership is saying
Dimitrov, said: “When we listed the Company on the Bulgarian Stock Exchange in 2016, our ambition was to show that a technology company built in Bulgaria could create products that matter to users around the world. Since then, we have built Shelly into an international brand, broadened our product range, expanded our team and remained faithful to a simple principle: making smart technology practical, open and accessible. This progress was made possible by the creativity and dedication of our people. With Schneider Electric as a long-term partner, we can bring Shelly’s technology to more homes and buildings globally, while retaining the entrepreneurial spirit, product focus and Bulgarian roots that have defined us from the beginning.”
Separately, Kirsch, added: “Over the past five years, we have developed Shelly from a fast-growing smart home product business into an international technology and platform company. Our secondary listing in Frankfurt in 2021 marked an important step in opening Shelly Group to international investors. Since then, we have broadened our portfolio, expanded across Europe, built a growing professional ecosystem and, this year, became the first Bulgarian company to join the SDAX. This progress is the achievement of our people and the foundation for our next phase of growth. With Schneider Electric, we see the opportunity to combine Shelly’s entrepreneurial culture, open technology platform and customer proximity with global reach and additional resources, while remaining firmly anchored in Bulgaria.”
Why integrators should take note
Shelly Group has grown significantly from a provider of connected devices into a software-led platform for home energy management and smart buildings. It has also significantly expanded its support for custom integrators while introducing new solutions that help power all different types of automations across the smart home.
In the release published by Shelly Group, however, the company notes how its platform approach “creates the basis for deeper customer relationships, additional software and subscription opportunities, and the integration of Shelly technology into the products and solutions of other manufacturers.”
Shelly Group went on to say that it believes that Schneider Electric’s global reach, resources and expertise in energy management could help accelerate the international scaling of this strategy,” meaning that the company could begin to lean more into home energy automation in the future.
Schneider Electric makes another appearance in the smart home
While not directly engaged in the professional smart home space, Schneider Electric has made headlines somewhat recently by partnering with Apple for its smart home push as well, this time providing energy monitoring sensors for the new Home Collection.
The company does have its own smart energy solution, however, so this push to partner with Apple—as well as the potential Shelly takeover—seems to show a company looking to better build out its smart energy offering by allowing it to work in tandem with complimentary home automation systems. The question is whether that desire will take Schneider Electric into the professional channel to work with pro platforms like Control4 and Crestron.
What’s next for Shelly Group and Schneider Electric
The Investment Agreement arranges for Schneider Electric’s intention to maintain Shelly Group’s headquarters in Bulgaria as well as the existing geographical footprint of its operations and to preserve the Company’s existing organizational structure and workforce, including its research and development, engineering, sales, operations and management functions, for at least three years following completion of the transaction.
Shelly Group says its engineering and research and development teams will remain central to the Company’s future development. The proposed partnership is expected to provide access to additional resources and a global platform for the continued expansion of Shelly Group’s technology and international business.
