Salesforce (NYSE: CRM) announced a definitive agreement to acquire Braze (BRZE) for $5.66 billion in all-cash, offering $47.50 per share. That represents a 58 percent premium to Braze's Oct. 19 close of $30.04, the day before the deal was announced.
Braze stock surged 56.3 percent to $45.86 by Oct. 22's close, but trades below the offer price—a 3.4 percent spread that reflects regulatory and execution risk before closing in Salesforce's fiscal 2028 (February 2027 through January 2028).
Braze builds cloud-based customer engagement software for enterprise marketers, automating personalized messaging across mobile apps, email, and SMS. Its clients include Canva, Instacart, Urban Outfitters, and Venmo. In the quarter ended July 31, the company generated $227.2 million in revenue, up 26.2 percent year-over-year.
For Braze shareholders, this deal closes the chapter on the public equity story. The stock now trades on merger arbitrage mechanics: the narrow spread between the $45.86 current price and the $47.50 offer reflects time decay and the probability of deal closure.
The deal carries two asymmetric penalty clauses. Salesforce must pay a $300 million regulatory failure fee if the transaction dies due to antitrust or other regulatory obstacles. Braze owes a $191 million breakup fee if it accepts a superior offer. Closing requires regulatory approvals and Braze shareholder vote.
For arbitrage traders and risk-tolerant holders, the risk-reward is binary: execute the deal at $47.50 or face downside to $30 if the acquisition collapses. The timing to close—up to a year away—gives regulators ample time to scrutinize Salesforce's market position in CRM software.
