As we reported Friday, GameStop's preparation of a bid for eBay had leaked through The Wall Street Journal and lit up both stocks. Over the weekend, that trial balloon turned into a real offer. Sunday night, GameStop CEO Ryan Cohen sent a letter to eBay's board proposing to acquire the company for $125 per share in a 50-50 mix of cash and GameStop stock — a $56 billion deal that would be the largest U.S. retail-tech transaction since the COVID-era SPAC frenzy.

eBay confirmed receipt of the offer Monday morning and said its board would "carefully review" it. Then everyone showed their hand.

What's actually on the table

The structure is unusual enough to merit a closer look. According to the letter Cohen sent eBay's board and the public terms posted to GameStop's investor site:

  • Price: $125 per eBay share — a 20% premium over Friday's $104.16 close and a 46% premium over eBay's February 4 close, before Cohen began accumulating his stake.
  • Mix: 50% cash, 50% newly-issued GameStop common stock.
  • Existing position: GameStop has built up roughly a 5% stake in eBay through common shares and derivatives.
  • Financing: A $20 billion debt commitment letter from TD Securities, with the remainder funded from GameStop's $9.4 billion cash pile and new equity issuance.
  • Synergies pitch: Cohen claims the combined entity could cut $2 billion in annualized eBay costs within 12 months.

The math is the part Wall Street is squinting at. GameStop's own market cap hovered around $11 billion entering Monday, meaning the company is offering to buy a business roughly five times its own size — and to fund half the deal in stock that, by definition, gets diluted by the issuance itself. As Reuters noted, the funding gap between the $20 billion TD facility, the cash on hand, and the implied $28 billion stock leg is substantial enough that it's the central question hanging over the bid.

The "ready to go hostile" part

Cohen did not hide the threat in legalese. In the letter itself and a follow-up Wall Street Journal interview, he said GameStop is "prepared to take this directly to shareholders" if eBay's board declines to engage — code for a proxy fight. That language, paired with the 5% stake already accumulated, is the standard playbook for forcing a target to the negotiating table.

Cohen then went on CNBC Monday morning. The interview was, in the network's own words, "combative and awkward." He repeatedly directed the anchor to GameStop's website rather than answer questions about deal mechanics. The market noticed: GameStop shares fell roughly 8% on the session, while eBay added a modest 4%, far less than the implied premium would suggest if traders thought the deal was likely to close.

Why eBay, why now

Cohen's pitch — visible in the letter and his prior shareholder communications — is that eBay is a structurally undervalued asset that has been mismanaged into irrelevance by a board too focused on share buybacks and not focused enough on building "a legitimate competitor to Amazon." GameSpot framed the strategic logic this way: collectibles (Pokémon, trading cards, sneakers) are eBay's most defensible category, and they happen to be GameStop's most defensible category too. Combine the two and you have a marketplace that owns the long tail of physical secondary-market commerce in a way Amazon has consciously walked away from.

The flaw in the pitch is that eBay isn't a sleepy asset. It posted $2.59 billion in operating cash flow in 2025, just announced a stronger-than-expected Q1 two weeks ago, and has its own AI-driven listings overhaul rolling out across categories. eBay's board can credibly argue the company is worth more than $125 a share standalone — particularly with agentic commerce flowing volume to marketplaces rather than monobrand DTC sites.

What we think happens next

Three things to watch over the coming week.

First, eBay's response timeline. Boards typically take 10–14 days for an unsolicited offer of this size. A faster rejection signals confidence; a slow review signals the board is taking it seriously enough to consider a counter-structure (asset sale, recapitalization, even a friendly white-knight bid from a private equity buyer).

Second, Cohen's stake disclosure. A 5% position is one Schedule 13D filing away from becoming a 13D activist filing — the document that would formally start a proxy fight. Watch for that filing.

Third, the financing. The TD Securities commitment letter is conditional on closing, due diligence, and standard regulatory approvals. That's a long runway in a year when interest rates are still elevated and the FTC has telegraphed antitrust scrutiny on any consolidation among the largest digital marketplaces.

For retailers — and for the dozens of brands that build their multi-channel strategies around eBay's marketplace tail — the most important takeaway is the second-order one. If this deal goes hostile, eBay will spend the next six months in distraction mode. Sellers can already feel the ground shifting under what was supposed to be the year eBay finally caught up. It just got a lot more interesting.

As we reported earlier this week, GameStop had been preparing this bid for weeks. The official version arrived faster than most expected — and harder.