Oak-Eagle AcquireCo Confirms Settlement of Tender Offers for Electronic Arts' Senior Notes
Final Results of Tender Offers by Oak-Eagle AcquireCo, Inc.
On August 4, 2026, Oak-Eagle AcquireCo, Inc., referred to simply as the "Offeror," publicly disclosed the final results as of 5:00 PM New York City time, on July 30, 2026. This announcement pertains to their previously disclosed cash tender offers designed to purchase any and all of Electronic Arts Inc.'s 1.850% Senior Notes due in 2031 and 2.950% Senior Notes due in 2051. These tender offers, alongside related consent solicitations, were notably connected to the acquisition strategy outlined in the Merger Agreement dated September 28, 2025.
The merger, which has now reached a conclusive stage, involved Oak-Eagle AcquireCo, Inc. and its wholly-owned subsidiary, Oak-Eagle MergerCo, Inc. The successful completion marked the company acquiring Electronic Arts as a wholly-owned subsidiary, solidifying its role within the investor consortium encompassing The Public Investment Fund, Silver Lake, and Affinity Partners.
In reviewing the participation in the tender offers, a notable portion of the outstanding notes had been tendered, indicating robust investor engagement. According to data released by Global Bondholder Services Corporation, by the expiration time, a total of approximately $68.83 million of the 1.850% Senior Notes (CUSIP 285512AE9) and about $7.92 million of the 2.950% Senior Notes (CUSIP 285512AF6) were validly tendered. The entire outstanding principal amount for both series of notes was set at $750 million each, showing a reasonable uptake relative to the capital in question.
To further secure the process, the Offeror moved to defease certain obligations associated with the notes that were not tendered and purchased. This strategic decision involved the irrevocable deposit of U.S. Government Obligations into a trust fund, ensuring that principal, premiums, if any, and the interest on those associated notes are duly paid when due. Such actions lead to a noteworthy exception wherein certain covenants related to the notes need not be strictly adhered to following the defeasance, signifying a shift in operational obligations tied to the notes.
J.P. Morgan Securities LLC played an instrumental role in this transaction, serving as the dealer manager for the tender offers while also acting as the solicitation agent for the consent solicitations. Interested holders of the notes were managed through this process, with a clear line of communication provided for inquiries and document requests. It’s essential to recognize that this announcement doesn’t represent an offer to sell or solicit the purchase of any securities.
As this financial maneuver wraps up, it reinforces Oak-Eagle AcquireCo’s strategy of expanding its portfolio through mergers and acquisitions within the digital entertainment space, taking significant steps to amalgamate Electronic Arts into its operational fold. The focus now will shift towards integrating services and resources towards amplified growth in a rapidly evolving market, with stakeholders eagerly watching how this merger will reshape the landscape of electronic entertainment in the coming years.