ishtar
2.3K posts

ishtar
@Meeesh741
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@ValueAddedRS Bookmarking this to finish tonight. I'm only halfway through and there's already a ton of concerning information you've laid out here 😮






@chooserich @nyoungdumb Bro how do I REACH you. @chooserich I’m pretty sure I can save your life with my invention! @Moelava @JohnnyLCKai @lilcapital741 @mikeal_man @Meeesh741 @nitinpaul98 @RaylanCharles13


Jackie explaining accretive dilution for the 444th time


By popular request, a look at post-acquisition valuation for the combined entity that would be $GME x $EBAY, a valuation that is likely being used by anyone banking/shopping this deal for equity or debt. Ryan’s eBay turnaround math gets you to $7.79 in Year‑One pro forma EPS. Layer in a separate 800M FY26 earnings run‑rate at GameStop (~$1.8 EPS on ~448M diluted shares) and you’re looking at ~$9.6 in combined, post‑acquisition Year‑One pro forma EPS. Slap a 15-20x multiple on that and the implied combined valuation lands in roughly a $144-192 per share range (purely on earnings power, ignoring balance sheet and optionality). It's that simple.

Well, it turned out I was being really naive in my latest deal analysis, assuming a massive dilution event based on GME’s current market valuation. After listening to latest Cohen’s amazing interviews, I realized I was too caught up in the literal “letter” of the proposal, specifically the authorized share count and the 50/50 split. The deal is far better than most people thought, including me: the bid is $125 per share, where 50% is paid out in cash. Starting from the cash side: $8/9B GME cash + $20B from TD Bank = $28/29B, paid directly to eBay shareholders who want liquidity. No big issues here. The interesting part is the other 50% equity, which it turns out both GME and eBay shareholders will be rolling their stakes into the new combined entity, each keeping a proportional ownership. What are those proportions? As Cohen explained and @foxenflask outlined in his spot-on analysis: if this were a pure stock-for-stock deal, without the 50% cash side, it would be 20% GME shareholders and 80% eBay shareholders. But thanks to the $28/29B cash payment, the GME shareholders’ stake jumps from 20% to 40%. What does that mean in practical terms? Using @foxenflask’s Year-One pro forma projections, in the bear case scenario (15x P/E multiple), the combined entity would be valued at ~$66.7B. The 40% owned by GME shareholders would be worth $26B slightlymore than double GME’s current markte cap. So yes, the dilutionin percentage terms is real, but the value creation more than compensates for it(accretive dilution). In a post-acquisition scenario, it would make total sense for the “third-party equity” (sovereign Middle Eastern wealth funds, as Cohen explicitly mentioned in his WSJ interview) to step in via convertible notes at a high implied PPS of the combined entity, ideally at 0% interest like GME’s existingconverts. The proceeds would instantly retire the $20B TD Bank debt, which carries interest costs. Clean balance sheet, no dilution until the stock is already significantly higher. And there’s another angle worth noting on debt sustainability. Taking TTM EBITDA figures, eBay at $2.99B and GME at $0.3B, gives a combined baseline of $3.29B, which would put Debt/EBITDA at 6.08x on the $20B TD facility. Right at the limit. But when you apply Cohen’s $2B annualized cost cuts to the pro forma EBITDA, the entire thesis is solidified: Cohen explicitly stated in his TBPN interview that this transformation, particularly the $2B reduction across S&M and corporate overhead, is “something that is going to happen fast, fast, fast.” So, if we add the $2B from the cost cuts to the $3.29B combined EBITDA, it moves to $5.29B, dropping Debt/EBITDA to $20B ÷ $5.29B = 3.78x comfortably within bankable territory (see the picture below). (At 3.78x, one wonders if Dr. Burry has already reconsidered his paper-handed exit and is quietly buying back in. lol) Why would eBay shareholders want RC as CEO? Because, in Cohen’s own words, he would treat eBay like his own baby. And the numbers back it up: cost cuts alone would push pro forma EPS from $4.26 to $7.79 in Year One, and that’s just the starting point as Cohen said. The real transformation comes from the vertical integration of the two businesses: 1,600 GameStop physical stores repurposed as authentication and intake hubs for collectibles, dramatically expanding eBay’s inventory; a national logistics network for live commerce; partnership with PSA already in place for grading; integration with TCGplayer for trading cards; expansion into digital goods including Roblox items and gaming assets; and an owner-operator mentality applied to a platform that, despite spending $2.5B on sales and marketing, added only 1 million net active buyers in FY2025. I'm stupid, and nothing I say is financial advice. I'm just learning out loud, and having fun sharing my dumb opinions. $GME $EBAY (Visual inspired by @foxenflask’s framework)











