GameStop pressed ahead with its unsolicited $55.5 billion offer for eBay and projected adjusted EBITDA above $600 million for fiscal 2026, nearly doubling the prior year's result.
- GameStop reiterated its $125-per-share cash-and-stock bid for eBay despite the e-commerce company's board rejection.
- Adjusted EBITDA guidance for fiscal year 2026 raised to above $600 million, up from $345.4 million in fiscal 2025.
- GME stock climbed more than 2% in after-hours trading following the dual announcement.
Lead
GameStop Corp. (NYSE: GME) reaffirmed its unsolicited takeover proposal for eBay Inc. (Nasdaq: EBAY) and raised its fiscal 2026 earnings outlook in a late June regulatory filing, projecting adjusted EBITDA in excess of $600 million for the year ending January 30, 2027 β nearly 74% above the $345.4 million GameStop posted in fiscal 2025. GME stock climbed more than 2% in after-hours trading on the disclosure.What Happened
In a formal filing submitted June 26, GameStop reiterated its non-binding proposal, first made May 3, to acquire all of eBay's outstanding shares at $125 apiece in a deal split evenly between cash and GameStop common stock. The proposal values eBay's undiluted equity at approximately $55.5 billion, a 46% premium to eBay's unaffected closing price on February 4, 2026 β the day GameStop began accumulating its stake in the e-commerce platform.
GameStop disclosed that it currently holds 4,343,725 shares of eBay common stock and has entered into derivative arrangements providing economic exposure to an additional 39,046,658 shares, bringing its total economic interest to approximately 9.8% of the company.
Chief Executive Ryan Cohen withdrew a contentious executive compensation proposal worth up to $35 billion in potential gains in the weeks preceding the reaffirmation, removing a perceived obstacle to the eBay transaction and signaling the acquisition's centrality to management strategy.
eBay's Position
eBay's board rejected GameStop's proposal on May 12, characterizing it as "neither credible nor attractive" following a formal review. GameStop provided no indication that eBay had reconsidered its stance at the time of the latest filing. To establish financing credibility, Cohen has pointed to approximately $9.4 billion in GameStop's cash reserves and a commitment letter from TD Securities covering up to $20 billion in acquisition debt.
Strategic Context
Cohen's rationale centers on two pillars. First, he contends that the operational discipline applied at GameStop β sharp cost reductions that drove the company's GameStop EBITDA transformation β can be replicated at scale across eBay's marketplace. Second, GameStop's roughly 1,600 U.S. retail locations represent a physical logistics and pickup network that, in Cohen's framing, would differentiate eBay meaningfully from Amazon in an increasingly competitive e-commerce environment.
The EBITDA guidance upgrade reinforces the scope of GameStop's own financial turnaround. Adjusted EBITDA above $600 million for fiscal 2026 would represent a near-doubling relative to the prior year and demonstrate the kind of operational leverage Cohen argues he can extract from eBay, if shareholders and the board can ultimately be persuaded.
Market Reaction
GME stock gained more than 2% in after-hours trading following the filing and advanced a further 1.4% in pre-market activity, reaching $22.07. Shares have remained volatile since the initial GameStop eBay bid was disclosed in May, reflecting retail investor enthusiasm alongside institutional skepticism over whether an unsolicited, partially stock-funded offer can prevail against a resistant target board. The retail M&A dimension has drawn sustained market attention, with investors parsing each regulatory filing for signals of deal progress or any shift in eBay's posture.
What Comes Next
GameStop indicated in the filing that additional transaction documentation will be released in the coming days. Hostile or unsolicited bids of this scale typically advance through shareholder pressure campaigns β proxy contests and direct appeals to institutional holders β when a target board remains opposed. eBay has not called a special shareholder meeting or signaled any change in its position.
Outlook
GameStop's dual announcement keeps the GameStop eBay bid firmly in play while projecting a materially stronger earnings base for GME stock heading into fiscal 2026. Whether the upgraded GameStop EBITDA guidance provides sufficient credibility to support financing a $55.5 billion acquisition remains the central question for markets. eBay's board has yet to engage, and the outcome will likely hinge on the degree of institutional shareholder pressure GameStop can build in the months ahead.




