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In a statement Friday, Codemasters said that Take-Two had made a non-binding offer to acquire the company for around $960 million in cash and stock.
The company said that if a firm offer was made it would recommend that shareholders accept. The deal would be the latest in a wave of gaming M&A, following Microsoft's $7.5 billion acquisition of ZeniMax Media.
Codemasters, which makes the Formula 1 and Dirt racing games, would join Take-Two's growing portfolio of studios, which already includes 2K and Rockstar Games.