The boards of Schneider Electric and it’s indirect subsidiary Ascot Acquisition Holding (BidCo) have reached agreement on the terms of a recommended cash acquisition by which the entire issued and to be issued share capital of AVEVA.
Samos has a majority stake in AVEVA, holding 178,573,525 AVEVA Shares, representing approximately 59.14 percent of the issued ordinary share capital of AVEVA (as at the close of business on 20 September 2022, being the last business day prior to the date of this announcement).·
Schneider Electric intends to, among other matters:
- accelerate the transition to a subscription and cloud-based industrial SaaS model at AVEVA, allowing AVEVA to fully focus on the business model transition, on its customers and its technology;
- maintain AVEVA’s software as fully agnostic and to preserve its business autonomy;
- maintain AVEVA’s existing corporate headquarters in Cambridge, UK;
- maintain and develop AVEVA’s R&D presence in the UK and accelerate investments in R&D; and
- support AVEVA’s existing plans to enhance its operations in Cambridge, UK and also remains committed both to offering apprenticeships and maintaining active research links with universities in the UK, including Cambridge.
Schneider Electric has agreed that AVEVA may implement certain retention arrangements to assist with the retention of employees in connection with the acquisition. In addition, after the acquisition has become effective, Schneider Electric intends to introduce a fair and attractive long-term incentive system that recognizes the vesting and/or lapse of entitlements under AVEVA’s current incentivization system that will be triggered upon the acquisition becoming effective.
Schneider Electric does not intend to make any material change to the number of AVEVA employees or the balance of skills and functions of AVEVA’s employees and management.
Given the intentions of Schneider Electric to retain AVEVA’s agnostic business model, standalone global operations, and headquarters in Cambridge, and to accelerate investments in R&D and the SaaS transition, the AVEVA Independent Committee believes that AVEVA will continue to play a key role in engineering and industrial software innovation both in the UK and globally. Customers are increasingly turning to industrial software to find greater efficiency and sustainability, and the combination with Schneider Electric will help to enable AVEVA to execute its strategy faster and further enhance its customer proposition.