Electronic Arts disclosed in a Form 8-K filed on 30 July 2026 that, as of that date, "all regulatory approvals required to complete the Merger have been obtained," and that it expects the $55bn leveraged buyout to close "on or about the close of trading on August 4, 2026," subject to the satisfaction or waiver of remaining customary closing conditions.
The disclosure validates 9fin’s prior coverage that suggested an imminent closing date. The offeror's compressing tender-extension cadence, ending precisely on the 30 July EU Foreign Subsidies Regulation (FSR) decision date, tracked a near-term close rather than a prolonged wait. The 4 August close target now coincides with the settlement date set for Oak-Eagle AcquireCo's tender offer for EA's $1.5bn of legacy senior notes, binding the two timelines together as anticipated.
Regulatory approvals complete, CFIUS the notable clearance
The European Commission cleared the deal under EU merger rules on 23 July, and press reporting had the Commission's separate FSR decision due by 30 July. EA's statement that all required approvals are now in hand indicates the FSR review has been resolved.
The larger implication relates to the US regulatory requirement. Through mid-to-late July, media reporting largely characterized the Committee on Foreign Investment in the United States (CFIUS) as the transaction's last outstanding gate, with a review period extending toward the 28 September contractual outside date.
If EA's blanket disclosure is read at face value, CFIUS clearance seems to have been obtained well ahead of that deadline, removing the gate that markets and press had treated as the binding constraint on timing.
Noteholders — Silent filing, imminent test
The 8-K makes no mention of the tender offer, the legacy notes, the defeasance mechanics or the 101% Change of Control put. It neither advances nor retreats from AcquireCo's stated intent to cause EA to defease any un-tendered notes upon closing without requiring noteholder consent.
That silence leaves the standoff intact heading into the close. On the most recent 15 July figures, combined participation stood at roughly $76.7m, about 5.1% of the $1.5bn outstanding across the $750m 1.85% senior notes due 2031 and the $750m 2.95% senior notes due 2051, and requisite consents for the proposed covenant amendments had not been received on either series.
With the close now dated to 4 August, the ratings-event pathway set out previously is about to be tested in practice. Fitch's June withdrawal of its expected ratings removed one analytical route around the 101% put, leaving the mechanics with the two contractually named agencies. If Moody's withdraws its rating upon defeasance (consistent with its March guidance), and S&P rates the defeased notes against EA's post-closing corporate credit profile (as foreshadowed in February), both contractual prongs of a Ratings Event, and consequently the 101% put, could be satisfied at closing.
Strategic takeaways and outlook
The 8-K converts the prior piece's suggestion into a confirmed expectation: a 4 August close with all regulatory approvals secured. For the noteholder group advised by Akin Gump and Houlihan Lokey, the window to shape terms ahead of a potential unilateral defeasance is now measured in days rather than the open-ended standoff of prior months. The open questions narrow to two: whether the offeror executes the defeasance as telegraphed, and whether the resulting ratings actions trigger the 101% CoC put the noteholder group has sought to preserve.
