The European Commission approves the $55 billion deal under EU merger rules, while the foreign subsidies review awaits a decision on July 30

BETH | B

The European Commission has given the green light to an investment consortium led by Saudi Arabia’s Public Investment Fund and including Silver Lake and Affinity Partners to acquire U.S. video game company Electronic Arts for approximately $55 billion.

The Commission cleared the transaction under European merger rules after concluding that transferring ownership of EA to the consortium would not raise competition concerns within EU markets.

The approval removes one of the most significant regulatory obstacles to completing what is described as the largest leveraged buyout in corporate history.

However, the European clearance does not mean that all approvals have been secured. The transaction remains subject to a separate review under the EU Foreign Subsidies Regulation, which examines whether financing from outside the European Union gives the consortium an unfair advantage over European investors.

The Commission has set July 30 as the deadline for its decision. The review could result in clearance, the imposition of conditions, or the opening of an in-depth investigation.

BETH Anticipated the Decision

BETH previously published a report titled:

“Saudi PIF Nears EA Acquisition”

The report anticipated that the consortium would secure European approval and distinguished between two separate regulatory tracks: a review of the acquisition’s impact on competition and a review of its financing under foreign subsidies rules.

The Commission’s decision confirmed the trajectory outlined by BETH before the official announcement, while the foreign subsidies review remains pending.

A Deal That Will Take EA Private

Electronic Arts announced in September 2025 that it had entered into a definitive agreement to be acquired by the consortium and converted from a publicly traded company into a privately held business.

Under the agreement:

• EA shareholders will receive $210 in cash for each share.
• The price represents a 25% premium over EA’s share price before reports of the transaction emerged.
• The Public Investment Fund will roll over its existing 9.9% stake.
• Consortium members will provide approximately $36 billion in equity.
• The acquisition will use $20 billion in debt financing, of which $18 billion is expected to be drawn at closing.

EA is expected to retain its headquarters in Redwood City, California, with Andrew Wilson continuing as chief executive.

Analysis

What Has the Approval Settled?

The Commission’s decision answered a fundamental question:

Would the consortium’s acquisition of EA harm competition in the European market?

The Commission’s answer was no.

This means that EA’s size and the strength of its major franchises—including EA Sports FC, Battlefield, The Sims, Apex Legends, and Madden NFL—did not lead the regulator to demand asset sales, franchise divestments, or changes to the transaction’s structure.

Clearing the merger review allows the investors to preserve EA as an integrated ecosystem of games, intellectual property, technology, and digital communities.

What Remains Unresolved?

The foreign subsidies review remains the final European regulatory gateway.

This review does not examine whether the transaction would create a monopoly in the gaming market. Instead, it considers the source of the financing and whether state support from outside the EU gave the consortium purchasing power or financing terms unavailable to European competitors.

The most accurate description of the current decision is therefore:

European approval of the transaction from a competition perspective, but not yet final clearance of every aspect of the deal.

If the transaction passes the second review without conditions, the consortium will have cleared Europe’s most sensitive regulatory test for sovereign-backed investment originating outside the EU.

More Than Owning a Gaming Company

EA’s value extends beyond game sales.

The company owns major franchises, rights, digital communities, and production and distribution expertise reaching hundreds of millions of players. It operates at the intersection of gaming, sports, entertainment, subscriptions, and esports.

The acquisition would therefore give the Public Investment Fund and its partners a position inside a company that helps shape global digital culture—not merely a financial stake in a rapidly expanding market.

There is a significant difference between investing in the gaming industry from the outside and co-owning a company that influences its products, audiences, and direction.

What the Approval Means for Saudi Capital

The decision carries significance beyond EA.

A transaction of this size passing the EU merger review without announced conditions demonstrates the PIF-led consortium’s ability to build a financial and legal structure capable of navigating one of the world’s most rigorous regulatory environments.

If the foreign subsidies review produces the same outcome, it will further establish PIF as an investor capable of leading complex global acquisitions, rather than merely participating in their financing.

The Debt Test

The transaction includes approximately $20 billion in debt financing, placing significant responsibility on EA’s management to sustain cash flow, growth, and innovation while meeting its financing obligations.

Debt could encourage greater efficiency and a reassessment of priorities. However, it could also become a source of pressure if it affects game development budgets, talent retention, or product quality.

Private ownership gives management greater freedom from the quarterly pressures of public markets, but debt servicing imposes stricter financial discipline.

The transaction’s success will therefore be measured not by how much was paid, but by how much value EA creates after its ownership changes.

The Expected Saudi Value

A global acquisition does not become a fully realized national achievement merely through a transfer of ownership.

Its deeper value for Saudi Arabia will emerge if the relationship with EA creates practical pathways for:

• Developing Saudi talent and game studios.
• Transferring expertise in production, design, and distribution.
• Connecting gaming with sports, entertainment, and events in the Kingdom.
• Creating Saudi intellectual property capable of reaching global audiences.
• Expanding Saudi Arabia’s role in interactive entertainment from investment to production.

The transaction would give the Kingdom a major gateway into the global gaming industry, but its domestic impact will be measured by the knowledge, jobs, companies, and content it creates within the Saudi economy.

Conclusion

The Commission’s decision confirms what BETH previously reported: the Electronic Arts transaction has moved beyond the financial agreement and is approaching actual completion.

The consortium led by the Public Investment Fund has passed the European competition review. The foreign subsidies decision, expected on July 30, is the remaining European hurdle.

If the second approval is granted without conditions, the consortium will not merely have acquired a major gaming company. It will have led a $55 billion transaction through one of the world’s most demanding regulatory gateways.

In short: Europe has approved the transfer of EA’s ownership to the PIF-led consortium from a competition perspective. It must now decide whether to approve the transaction’s financing structure.