M&A deal flow & merger arbitrage Regulatory legs clearing on the flagship; a new political leg on D/NEE

2026-AUG-02 (Jay Singh SSR call): US public M&A volumes are +17% year-over-year through July despite higher rates and geopolitics — 11 deals over $1B EV last month totalling $52B. Arb flows are crowded into EA (closing next week), Roku, UNF, VAL and AES (Chinese antitrust approval received). WBD's Paramount Skydance spread widened to ~$5.53/share (~21%) at $26 even as FCC Chair Brendan Carr voiced more conviction the deal closes — "under 20 if it breaks, above 30 if it closes," a one-to-one up-down trade sized small. The WSJ reported Tesla is weighing separating its Chinese business ahead of a potential SpaceX merger (denied by Musk, though SpaceX is −50% from the IPO price). Singh (Aug 9): WBD at 70% odds of close — UK CMA phase-1 clearance, the UK Cultural Secretary formally declining to intervene ("that was a big risk which is no longer a risk"), Q2 sales ~5% light on studio softness but EBITDA in line on cost cuts, and a formal backing letter from Regal's CEO after AMC's op-ed — the two chains ~40% of US theatre viewership and near 50% for blockbusters. Elsewhere: EA closed at a $53B cap to PIF/Silver Lake/Affinity ("a relatively steal"); APGE HSR-cleared; DBRG asked FERC to authorise by Aug 12; BHF still awaiting NY/MA/DE insurance approvals; and Dominion/NextEra gained a leg when Virginia's Governor Spanberger announced she will intervene — "a little bit concerning." 2026-AUG-11 — App Economy Insights: Paramount/WBD put a price on the wait — regulators representing 66 jurisdictions including the EU and UK have cleared it, but 12 US states are suing to block with the federal trial set for March 2027. Paramount now expects $8–9M of monthly bridge fees and owes WBD shareholders roughly $650M per quarter of delay if it closes — against a $7B reverse termination fee if regulators kill it (financing "fully committed": $1.6B cash, $3.2B undrawn revolver). WBD stays "highly confident"; the read is that delay is now an accruing addition to the purchase price, and WBD's operating results have stopped driving its stock. 2026-AUG-14 — Rick Rule (mining M&A screen): delta → size (5Moz+, "better yet 10 million") → strategic (within "trucking distance of an existing hungry mill") vs tactical (Ross Beaty's size→liquidity→index-inclusion→cheaper-capital flywheel, judged on "heft and sustainability"). Named targets: B2Gold, OceanaGold; Snowline as the must-own early-stage illustration; Seabridge down to one bidder ("no deal tension") with time on the bidder's side at $4,400 gold. Red flag: transaction velocity above the sector's means the acquirer is overpaying, absent a structural advantage. AUG-16 (Jay Singh, SSR): two legs retired on the flagship and a disappointing resolution on Caesars. WBD's spread tightened 20% → 15% (26 → 28) after former California AG Becerra — now a gubernatorial candidate — called a settlement "the best outcome" in the state's suit against the $110B Paramount Skydance merger, and Paramount bought off the exhibitors with 30 films a year, 45-day theatrical exclusivity and 90-day streaming windows to AMC and Cineworld's Regal ("giving theaters more power, and is going to help the anti-trust approval and the eventual settlement"). CZR's proxy revealed Icahn's $34 cash bid collapsing on financing, change-of-control covenants, leverage/FCF and the Carano family refusing to roll equity — and the extended go-shop expiring doubles the break fee from $100M to $200M, a commitment signal at the lower price. New: Teledyne/Varex at $18.90 all cash (+50%, closing 1Q27). Calendar: PAYO Sept 14, ATAI Sept 8, ROKU/FOXA HSR expiry Sept 8 (the S-4 revealing 11 counterparties canvassed and only Fox bidding, $154 → $160/share, a ~34% premium), CRNX cleared Austria, KVUE cleared Mexico, EC review opened on GTBG. 2026-AUG-17 — Jay Singh (David Lin Report) expects a rebound in M&A and private-capital deployment as rate and war uncertainty lifts. Live spreads: WBD / Paramount Skydance (PSKY) all-cash, ~$5 = 19%, expected to clear antitrust and close next year; NSC/UNP at 12.5%. 2026-AUG-23 — Jay Singh (SSR call, 2026-AUG-23): the WBD/Paramount-Skydance spread compressed from ~20% (where he was adding) to 8.8% after Cinema United reversed its opposition and joined the three largest theatre chains in support — removing the constituency the antitrust case rested on — while a $7M/day ticking fee past October 1 and Paramount's demand that the 12-state coalition post a $1.9B bond raise the cost of continued opposition. New situations: CCCS +12% on Copart talks against GTCR and Veritas; JBS N.V. (82%) bidding for the rest of PPC; PRTH's founder bidding $6.00-6.15 against activists at $15-20. Calendars lengthened: the STB set UNP/NSC final briefs for May 28, 2027, and Delaware's DOI hired outside specialists on BHF/Aquarian. LBRDK closed Aug 20. 2026-AUG-30 (Jay Singh, SSR call): WBD is "now number two from number one. We're long that from a 20% arb spread. It's now only 7%" — but California AG Rob Bonta cancelled Monday's settlement meeting, "citing allegations that the company's leadership has leaked information and negotiated in bad faith… 'Not only did Paramount leak the alleged substance of settlement discussions, but they misrepresented these discussions'" — with no new date set and the state AGs preparing to demand cable-channel divestitures plus a studio kept separate. Paramount had costed out selling HGTV and the Food Network, decided against, and is weighing separate cable distribution agreements instead. Elsewhere: TWO closed August 25 at $12.00 cash plus a $0.20326 stub dividend paid with — not deducted from — the merger consideration (prefs redeemed at $25, the 9.375% 2030 notes at 104); RMAX closed August 24; CZR votes September 22 with HSR expiring September 14; KVUE/KMB cleared New Zealand subject to divesting the feminine-hygiene business with an EC Phase 1 deadline of September 29; ATKR filed in Austria; D/NEE's FERC comment deadline was extended to September 29; VCTR agreed to buy First Eagle for ~$7B ($4.4B cash / $2B stock, assuming $575M of 7.25% notes, with Genstar at 14.6% economic but 4.9% voting under a three-year lock-up). New this week: a modified Dutch auction odd-lot tender at ABUS ($230M at $5.00-5.75, 99-share holders exempt from proration, expiring September 29, settling October 2). 2026-AUG-31 — CNBC Halftime committee ("Merger Monday"): four deals in one session — Aon/USI-KKR ($17B cash), Lilly (now ~$20B of 2026 deals diversifying beyond weight loss), SLB into data-center thermal management, ONEOK into Permian/LNG. Saccocia expects a 6–9 month M&A ramp despite higher rates; Harrington expects a pull-forward scramble ahead of the midterms ("if we go purple… it means gridlock"). The desk's expression: own the sellers/alternative managers (KKR) rather than the targets. 2026-SEP-07 (Jay Singh): VRNS +10% on advanced Thoma Bravo/Proofpoint talks — from an unaffected $41 toward a possible $50, but at 46 “there's probably not much upside from here.” SPGI rallied on a Capital IQ spin (FactSet at 15× P/E and 12× EBITDA the comp; SPGI 22× forward vs MSCI 26×, MCO 27×). ATAI closes Sep 9. LPSN closed as a two-day microcap layup from the $2.80s to $3.16. With WBD compressed, “the largest spread right now… is NSC/UNP,” where the deck flags growing Republican opposition. Antitrust calendar: LCII, ROKU 9/8, LNTH 9/17, TECH 9/18, KVUE 9/29 after South African clearance. Elliott has built a Deutsche Telekom stake pressing it to drop a T-Mobile US merger for buybacks. Peter Lukacs (2026-SEP-16): Anglo Teck (Anglo 62% / Teck 38%) has most regulatory approvals and still awaits China; the target is 12–24 months from September 2025. Synergy targets are $800m recurring plus ~$1.4bn from combining Quebrada Blanca and Collahuasi. UK incorporation keeps dividend withholding tax low for foreign holders. Jay Singh (2026-SEP-20): the FCC approved Paramount's foreign financing for WBD, and the spread, after tightening to about 7%, is back at 10%. 'If it widens past 10, we might add… We've been in and out… like three times' (buy wide, sell tight, repeat). New small-cap situation: Waystar (WAY) exploring a sale via Evercore/Barclays, with a PE floor of about 14x EBITDA (about $31-33) and a strategic ceiling of $37-42. Corteva's Oct-1 seed spin was challenged by California plus 19 state AGs over PFAS liabilities.