The stock should trade near $38.50 less deal-risk discount. Monitor the special meeting vote and regulatory milestones (HSR, CFIUS). Any delays or conditions from regulators could widen the arbitrage spread. The deal is fully financed with no financing condition, reducing completion risk.
Price Chart
Executive Summary
LiveRamp filed a preliminary proxy statement (PREM14A) seeking shareholder approval for its acquisition by Publicis Groupe for $38.50 per share in an all-cash transaction valued at approximately $2.5 billion equity value, representing a 30% premium to the May 15, 2026 closing price. The board unanimously recommends the deal, and Evercore rendered a fairness opinion. The merger is expected to close by December 31, 2026, subject to shareholder approval (66 2/3% of outstanding shares), HSR Act clearance, CFIUS approval, and other regulatory conditions.
Key Financial Metrics
Key Facts
- $38.50 per share all-cash consideration, ~30% premium to $29.66 close on May 15, 2026
- Equity value of approximately $2.5 billion; total transaction value ~$2.55 billion per filing fee exhibit
- Unanimous board recommendation; Evercore fairness opinion received
- Requires approval by holders of at least 66 2/3% of outstanding shares
- Expected closing by December 31, 2026; subject to HSR, CFIUS, and non-U.S. antitrust/FDI approvals
- Termination fee of $32.35 million payable by either party under specified conditions
- No financing condition; Publicis has committed sufficient cash to close
- CEO Scott Howe entered into an employment agreement with Publicis effective at closing
Financial Impact
Shareholders receive $38.50 per share in cash, a 30% premium to the unaffected price. Total equity value ~$2.5B.
Risk Factors
- Regulatory risk: CFIUS review and non-U.S. antitrust/FDI approvals could impose conditions or block the deal
- Shareholder vote risk: requires 66 2/3% approval; failure would terminate the deal
- Competing superior proposal risk: LiveRamp can terminate to accept a superior proposal subject to a $32.35M termination fee
- Litigation risk: stockholder lawsuits could delay or impose costs
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| PREM14A Filing (Primary) | 0001104659-26-077011 |
| Document: tm264528d4_ex-filingfees.htm | 0001104659-26-077011 |
| Document: 0001104659-26-077011-index-headers.html | 0001104659-26-077011 |
| Document: 0001104659-26-077011-index.html | 0001104659-26-077011 |
| Document: 0001104659-26-077011.txt | 0001104659-26-077011 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Aug 20, 2026 6w ago | 8-K | $37.58 $37.61 | ▲ +0.08% | ▲ +0.61% | $37.67 (+0.25%) |
Aug 17, 2026 6w ago | 8-K | $37.43 $37.87 | ▲ +1.18% | ▲ +2.92% | $37.67 (+0.65%) |
Aug 10, 2026 7w ago | DEFA14A / 8-K | $37.75 $37.74 | ▼ −0.03% | ▲ +0.89% | $37.67 (−0.20%) |
Jul 22, 2026 10w ago | Press Release | $37.68 $37.65 | ▼ −0.08% | ▼ −3.39% | $37.67 (−0.01%) |
Jul 6, 2026 12w ago | DEFM14A | $37.54 $37.87 | ▲ +0.88% | ▲ +1.44% | $37.67 (+0.36%) |
Jun 24, 2026 14w ago | PREM14A | $37.45 $37.66 | ▲ +0.56% | ▼ −1.37% | $37.67 (+0.60%) |
Jun 4, 2026 17w ago | DEFA14A | $37.42 $37.54 | ▲ +0.32% | ▼ −1.54% | $37.67 (+0.68%) |
Jun 3, 2026 17w ago | DEFA14A | $37.40 $37.73 | ▲ +0.88% | ▲ +1.88% | $37.67 (+0.74%) |
May 18, 2026 19w ago | DEFA14A | $37.77 $37.61 | ▼ −0.42% | ▼ −2.00% | $37.67 (−0.25%) |
May 18, 2026 19w ago | DEFA14A | $37.77 $37.61 | ▼ −0.42% | ▼ −2.00% | $37.67 (−0.25%) |
US Market Status
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