InsideArbitrage Event Driven Monitor – December 8, 2025

Merger Arbitrage

1. WBD: The acquisition of Warner Bros. Discovery, Inc. (WBD) by Netflix, Inc. (NFLX) for a closing value of $82.7 billion. Each Warner Bros. Discovery shareholder will receive $23.25 in cash and $4.5 in shares of Netflix common stock for each share of Warner Bros. Discovery common stock outstanding at the closing of the transaction. The transaction values Warner Bros. Discovery at $27.75 per share, representing a premium of 13.08% from the stock’s last close. The stock component is subject to a collar under which Warner Bros. Discovery shareholders will receive Netflix stock valued at $4.5 per share, provided the 15-day volume weighted average price (VWAP) of Netflix stock falls between $97.91 and $119.67. If the VWAP is below $97.91, Warner Bros. Discovery shareholders will receive 0.046 Netflix shares for each Warner Bros. Discovery share. If the VWAP is above $119.67, Warner Bros. Discovery shareholders will receive 0.0376 Netflix shares for each Warner Bros. Discovery share. (Press Release)
2. CIVI: SM Energy (SM) filed Form S-4 for the acquisition of Civitas (CIVI). The companies expect to complete the merger in the first quarter of 2026.
3. SCS: HNI Corporation (HNI) and Steelcase (SCS) announced the preliminary results of elections made by Steelcase shareholders regarding the form of merger consideration to be received in connection with HNI’s acquisition of Steelcase.

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