I’ve referred to a 251(g) many times in the past.
Allow me to explain why it’s the key to everything $GME is building.
Section 251(g) of Delaware law lets a corporation reorganize into a holding company.
No shareholder vote. Board action only.
Every share converts 1:1 into holdco shares.
Overnight.
The capital structure GameStop has already built over the past year doesn’t fit GameStop.
It fits a holdco.
Shareholders authorized 2.5 billion shares on July 7 - up from 1 billion.
449 million are outstanding.
A $19 video game retailer doesn’t need authorization for 2.5 billion shares.
A holding company absorbing a $56B acquisition does, and that’s where the stock consideration comes from.
The board approved a $2 billion buyback through 2029.
On an $8.6B market cap retailer, that’s 23% of the entire company.
On a diversified holdco, it’s a measured capital return program.
Cohen has hinted at sovereign wealth fund backing.
The SWF doesn’t just provide capital.
It forces the holdco into existence, because the entity it’s investing in has to exist before the check clears.
The share authorization, the buyback, the CEO comp, the $1.4B note exchange manufacturing deal currency, the SWF, every building block points to the same thing.
And the 251(g) is what connects all of them.
GameStop’s board can convene and vote to restructure the company into a holding company at any time.
By the next morning, every share of $GME is a share of the holdco. The entity changes overnight.
Every building block Cohen has put in place over the last year was built for that morning.
In his own words:
“It’s similar to Berkshire Hathaway, except what Berkshire did in decades we’re attempting to do in a much shorter time.”
Buffett took decades to turn a textile manufacturer into the holding company that became Berkshire Hathaway.
The 251(g) lets Cohen do it overnight.
And not only has this entire year been the setup for that one event, he literally told us.
What debt holders value about debt is downside protection. What they give up is upside.
What equity holders value about equity is upside participation. What they give up is downside protection.
Therefore, when debt holders voluntarily choose to convert from debt to equity, it’s because they value the upside potential of owning the equity more than the downside protection of owning the debt.
It’s a vote of confidence in the company.
$GME The herd panics over dilution. Predictable. $1.4B of the 2030 and 2032 zero-coupon convertible notes wiped out. The cash pile? Completely untouched.
Algorithms and tourists see newly issued shares and blindly hit the bid. They lack the capacity to understand capital structure. This is a masterstroke of defensive deleveraging. By extinguishing debt with paper, management is structurally fortifying the balance sheet without burning a single cent of capital.
The 35-day VWAP window creates noise. The counterparties will play their delta-hedging games in the open market to suppress the price. Let them. The fine print dictates a price floor. More importantly, once this convertible overhang is digested, the very instruments that have been pinning implied volatility and suffocating price discovery for years are gone. The spring is uncoiled.
The entire short thesis hinges on debt fatigue and eventual insolvency. Today, that risk was aggressively amputated.
You see dilution. You see a temporary expansion of the float. I see a company weaponizing its equity to systematically destroy the bankruptcy thesis. Mispricing survival is the market's greatest and most profitable flaw.
I was digging through old articles and found something that changes the $GME conversation.
Take a second. Read it.
https://t.co/4qir9vcdie
May 5th, 2026. Two days after the bid goes public.
EnterpriseAM - a Gulf Cooperation Council business daily out of the UAE - publishes a piece on the eBay acquisition.
The headline: “GameStop is turning to the GCC to fund its USD 55.5 bn bid for eBay.”
This publication has direct sourcing into Gulf sovereign wealth funds.
This is not Bloomberg speculating.
This is not CNBC asking pundits what they think.
This is a regional outlet reporting what SWFs are actually doing.
And their reporting looks NOTHING like Western coverage.
First, they NEVER MENTION the stock component.
Not once.
They model the deal as pure cash from day one:
- $9.4B GameStop cash
- $20B TD Securities debt
- ~$26B in SWF equity
That’s it.
No “half cash half stock.”
No “can GameStop even afford this?”
None of it.
They just did the math on what needs to be filled and reported who’s filling it.
Think about that.
While every Western analyst spent three months asking how a company 4x smaller than its target could possibly close this deal, the Arab financial press already had the answer.
The money was in the room before the bid was announced. GCC publications don’t speculate about sovereign wealth fund involvement.
If they published this two days after the bid, those conversations were happening BEFORE May 3rd.
The financing was pre-arranged.
It gets deeper.
They name PIF directly.
They compare this deal to PIF’s $55B leveraged buyout of EA through Savvy Games Group and its minority position in Nintendo.
PIF. EA. Nintendo.
Now eBay through GameStop.
A publication with Gulf sourcing doesn’t drop that comp casually.
That’s pattern recognition from people who watch these funds deploy capital every week.
Now connect TD Securities.
TD provides the $20B debt commitment on the eBay bid.
TD Bank is also the counterparty on the put/call pairs Cohen used to accumulate his eBay stake.
That’s not two separate relationships.
That’s the deal bank.
The debt, the derivatives, and the equity bridge all running through the same architecture.
So what did the Arab press actually tell us three months ago?
The stock component was never real.
The financing was locked before the bid went public.
And this is a pre-structured all-cash.
The answer was sitting in a UAE morning newsletter the entire time and nobody in Western markets was reading it.
🚨 RYAN COHEN’S $55 BILLION HOLDCO IS ALREADY BUILT — AND THE WARRANTS ARE YOUR ALLOCATION TICKETS
Credit the original deep dive to @GoatBeardzDD
They told us it was just another merger.
They were wrong.
🕵️♂️ THE PLAYERS
Ryan Cohen. A sovereign wealth fund. Fifty nine million GMEWS holders. And every short who still thinks this is a simple buyout.
🔥 THE PATTERN
Confirmed stack: fifty six billion dollar bid at one hundred twenty five dollars per share. Two point five billion shares authorized. Twenty billion holdco credit line. Nine point eight percent of eBay already secured. Fifty nine million warrants still live.
Unconfirmed but critical: five hundred million of Cohen’s own money and a sovereign wealth fund.
Electronic Arts just went private for fifty five billion the exact same way. Twenty billion debt. Thirty six billion from private equity and a SWF. They did not buy shares on the open market. They built a vehicle above the company.
Cohen said both GameStop and eBay keep their names. That single sentence kills the regular merger thesis. GameStop becomes the retail and digital operating sub. eBay becomes the marketplace and payments operating sub. Both sit under one shell. That shell is Teddy.
A sovereign wealth fund does not buy GameStop shares in the open market to fund a fifty five billion acquisition. They form a consortium and park capital in a holdco with governance rights, liquidation preferences, and tax optimization. Cohen’s five hundred million sits right beside them. The twenty billion debt gets isolated there. The operating companies keep their names exactly as promised.
📊 THE EVIDENCE
GameStop has fifty nine point one five million warrants at a thirty two dollar strike expiring October thirtieth. Stock sits near twenty two. Under normal conditions they die worthless.
But this is not normal conditions. You cannot leave fifty nine million warrants ambiguous on a subsidiary while you restructure the entire entity above it. Fully diluted share count drives exchange ratios, financing letters, and proxy votes.
Letting them expire throws away one point nine billion in potential capital and discards the identification of the most committed holders. Repricing looks desperate. Hoping for a forty six percent run in ninety one days is fantasy.
The only clean path: exchange the warrants into Teddy equity. They stop being a thirty two dollar call on GameStop. They become participation rights in the parent that owns both companies. The thirty two dollar strike was never the point. It was the economic substance required to list them and create a trackable ticket for the people who held through everything.
Yesterday the OCC dropped Info Memo 59491. Effective July thirtieth the National Securities Clearing Corporation will no longer accept GMEWS for settlement. The language is open-ended: “It is unknown if and when GMEWS warrants will be eligible for settlement through NSCC again.”
Not “until expiry.” Unknown. For an instrument with a known expiration date.
Settlement now runs broker-to-broker. Written officer attestations required if delivery fails. Cash settlement or buy-in possible. Separate delivery reports. Continued margining until settled.
This is not how you wind down a dying warrant. This is the infrastructure you build when the security is about to change what it represents.
🛡️ THE COVERUP
The entire financial media and every shill account still pretends this is a standard merger sub under GameStop. They cannot explain where the SWF capital sits. They cannot explain Cohen’s personal five hundred million. They cannot explain the NSCC language. So they ignore it.
📅 THE CLIMAX
The tender offer is imminent. Expect Monday.
1. Retweet this so every GME holder sees the real structure
2. Reply with your warrant count
3. Tag the people still sleeping on Teddy
Credit the original deep dive to @GoatBeardzDD
#GME #Teddy #RyanCohen #BBBYQ
Entertainment purposes only • DYOR
I watched my stock dribble down slowly for 3 straight years. 2021 to 2024. I watched it drop from nearly $60 to $10.
Do you know what I did? Bought more.
These calm waters, low volatility and low IV during the company's ugly phase (cutting, restructuring & regrowth) are a damn dream for accumulation if you believe in the long-term project.
We could be sitting back at $10 now but we're not. We've never broken below $20 and stayed there, for years now. Why? The company is improving and growing.
We're not moving with the market because we never have.
Anyone that knows this stock, knows it's fundamentally different, manipulated, controlled, shorted etc. and if you can't take it, you need to get out.
Seriously. This is not an attack. This is an honest message from someone that's struggled with mental health issues, family money issues etc.
I am staying put. I'm invested in @GameStop, $GME and @ryancohen for life, because I trust the plan. If you don't, that's fine.
It's been years now. If you constantly convince yourself with ridiculous things that people say on the internet, hype dates, tinfoil etc, you're constantly going to be let down, burned out and upset. Stop listening to them. Read the company documents, listen to what Ryan is saying and make your mind up.
You're allowed to change your mind, most people don't realise that. I have questioned things, written to Ryan, written to Larry, stay informed and my mind is very much firm on the idea that I love where this company is going, with all the flaws that come alongside.
Everybody's circumstances are different but for crying out loud, stop crying on the internet. Buckle up and show me your diamond hands, or go and buy the S&P. It all depends on what you're here for.
I think if some people sit and reflect, and are very honest with themselves, they wanted a quick buck, and have missed multiple opportunities to take that. That's nobody's fault but your own.
Be accountable, be disciplined and be respectful.
Cheers, and Power to the Players.
@Comedyorwat Been learning and learning TA with the discord and the TG I have been building my positions.
My gains are exceeding my losses.
Let's go!! TG
Thank you Jackie
We’ve heard so often from $GME and Ryan Cohen (46 filings now since 5/4) that a few days of silence feels like eternity. Using the analogy of addiction, the absolutely massive 13D that just dropped on 7/17 already feels like old news. I need another hit. My 425 tolerance has been built up significantly through the last 10 weeks. Need another hit ASAP of the good shit. Drop that tender offer Ryan.
"On July 15, 2026, GameStop notified the Issuer that it was electing to physically settle all of the 39,046,658 shares of Common Stock underlying the Put/Call Pairs, which such physical settlement occurred July 17, 2026. The total net premium paid, in the aggregate, by the Reporting Person for the 39,046,658 Put/Call Pairs was $9,832,906.61 and the final strike price, on an aggregated and averaged basis, was $101.295333. The total consideration paid to acquire the 39,046,658 shares underlying the Put/Call Pairs was $3,965,077,113.19. The source of funds used by GameStop to physically settle such shares of Common Stock was cash from its working capital."
The Cohen Conglomerate: Why GameStop’s Sovereign Play for eBay Triggers the Ultimate Short Squeeze
Ryan Cohen is not just turning around a video game retailer; he is executing a hostile structural transformation of the digital economy. By positioning GameStop (GME) as a modern Berkshire Hathaway, Cohen’s ultimate chess move is an acquisition of eBay.
This playbook relies on turning GME’s core retail footprint into a logistics engine for eBay’s high-margin collectibles market. The resulting capital loop will trigger a systemic short squeeze.
1. The Capital Loop: Constructing a Modern Berkshire Hathaway
The traditional Berkshire Hathaway model relies on a powerful engine: generating low-cost, predictable cash flow from core operations (originally textiles, later insurance float) and aggressively redeploying that capital into undervalued, high-moat cash cows. Cohen is replicating this exact architecture with a digital-first upgrade. Capital Deployment: GameStop’s multi-billion-dollar cash reserves serve as the initial war chest.T he Target: eBay represents the perfect mature asset. It boasts massive, predictable transaction volumes but suffers from stagnating innovation and bloated operational overhead. The Acquisition Structure: Cohen can secure highly confident financing letters from major investment banks, combining GME's equity, low-interest debt, and a personal capital commitment of $500 million. By consuming eBay, the new GME holding company transitions instantly from a cyclical retailer into a tech-conglomerate powerhouse with an endless stream of digital fee revenue.
2. Operational Synergies: Retail Physicality Meets Digital Marketplace
An acquisition of eBay creates immediate, high-margin structural advantages that neither company could achieve independently.
[GameStop Physical Stores] ──> [Instant Authentication Hubs] ──> [Solves eBay Fraud]
│
[eBay Digital Network] ──> [In-Game Asset Infrastructure] ──> [Captures $100B+ Market]
The Retail Advantage: eBay's biggest vulnerability is transaction fraud, particularly in high-value collectibles, luxury goods, and trading cards. Cohen can turn GameStop's thousands of physical locations into instant, local authentication hubs. A consumer drops off a $10,000 card at GME; it is authenticated on-site and instantly cleared on eBay. The Digital Expansion: EBay’s massive user network provides the transactional foundation for an in-game asset and collectible marketplace. By integrating GME's deep developer partnerships with eBay's payment rails, Cohen can capture a dominant share of the multi-billion-dollar digital secondary market. Aggressive Cost-Cutting: Cohen specializes in lean corporate governance. EBay's general and administrative (G&A) bloat will be heavily optimized. By streamlining redundant management layers and overlapping tech stacks, the combined entity can cut an estimated $2 billion in annual costs, instantly expanding net margins.
3. The Short Squeeze Mechanics: The Inescapable Value
Trap Wall Street has historically shorted GameStop on the thesis that physical retail is a dying business model. An acquisition of eBay permanently breaks that thesis, changing the fundamental metrics of the company and trapping short sellers in an un-hedgable position. The Squeeze Catalyst: When a stock with high short interest undergoes a fundamental transformation—shifting from a distressed retailer to a highly profitable, cash-generative conglomerate—the valuation model must be completely rewritten.
4. The Margin Call Cascade
As institutional analysts adjust their models to account for eBay's massive revenue streams, the stock price climbs rapidly. Short sellers face severe margin calls. Forced Buying Pressure: To close out their positions, short sellers must buy shares in the open market. Because GME features an intensely loyal, long-term retail investor base that refuses to sell, the available float is highly constrained. The collision of forced institutional buying and a locked retail float creates an explosive upward spiral. The short squeeze self-actualizes, funding the very Berkshire-style expansion Cohen set out to build.
TLDR: Cohen is building something so massive that the market will have no other option than to see GameStop and its value as a money making machine and great American brand. In my opinion if investors hold long enough to see this come to fruition they can make potentially millions of dollars in the process simply by holding.
Let's do some napkin math.
$GME currently owns ~10% exposure in eBay. Exercising to get all in stock would cost $2-3B depending on price, leaving them ~$6.5B cash after exercise. So: 10% of eBay + $6.5B cash.
They also have a $20B letter for debt/equity from the same dealer manager (TD) that raised their convertibles. Add that: 10% of $EBAY, $6.5B cash, $20B hybrid debt.
They also have a little over 2 billion shares they're authorized to issue, which adds up to another $44B fully issued at today’s price. Adding that: 10% of eBay, $6.5B cash, $20B hybrid debt, $44B in stock.
Then there's another $25-50B in likely equity access from SWFs and private investors at post-money valuations. Ryan mentioned today in the Bloomberg interview he is working through an influx of inquiries, which means the deal and capital structure are also evolving. Call it $20B hybrid equity for now. Running total: 10% of eBay, $6.5B cash, $20B hybrid debt, $20B hybrid equity, $44B in stock.
eBay is a $50B company with ~450M shares issued, doing TTM ~$11B in revenue with around TTM ~$1.9B of net income. GameStop is a $10B company with ~450M shares issued, doing TTM ~$3.8B in revenue with around TTM ~$740M in net income.
I should mention that 42.9% of existing eBay shareholders already voted against this board (Prop 4 in the recent ARS)? For a Schedule TO, he needs a minimum of 51% tendered. After that, he can buy the rest on the open market to get to 100%. It's a matter of when and not if.
And when it happens, I doubt he needs to issue more than 1 billion GameStop shares, given all the other capital lined up. That leaves a combined entity with 1.5B total shares outstanding and a $60B market cap post-transaction. $60B ÷ 1.5B shares = $40 a share.
I don't care how much cash or debt is on the balance sheet, it's a $60B market cap company with 1.5B shares. That's $40. More shares, lower price. Fewer shares, higher price. GameStop is trading at $22 right now. When the stock is at $40 warrants will be worth around $10-12 depending on when* the deal goes through. Warrant expiry can be extended and strike can be lowered. I don’t have a crystal ball but once again I must ask, what am I missing?
WHAT IS EVERYONE EXPECTING $GME TO REVEAL?
I want to take a second to highlight a quote from the Bloomberg Interview yesterday - I have pulled the full quote below because it is really good:
"But everyone in the past I've said, well, what's the business plan? What's the business plan? But they only do that with GameStop for whatever reason.
Well, you know what - the business plan is to make money.
GameStop just reported its highest earnings in the company's history with a fraction of the stores.
And everybody in the media said GameStop was going to fail.
So the plan is to make more money. The plan is to maximize shareholder value.
Am I going to go and share my proprietary plan and every single detail and give it out to my competitors?
That'd be a pretty stupid thing to do."
~Ryan Cohen
-------------------------------------------
GameStop is undoubtedly, at this point, past the turnaround phase.
Ryan Cohen was pretty indignant during this entire interview, and not tolerant of many questions the interviewer asked him.
But at the same time, I thought it was funny because this account spends every piece of content reporting and trying to ascertain @ryancohen's 'proprietary plan' !
That being said, he does have a point about the fact that he has been very clear in his business plan.
So the question remains, are shareholders right to expect some big reveal for $GME?
There are many factors that I have covered in the past that quite concretely affirm that, yes there is something that Ryan Cohen is about to reveal.
After this Bloomberg, I firmly believe that one reveal is the one question that Ryan Cohen wouldn't answer.
Interviewer: “If I go to https://t.co/cjwOvO6VdH I’m diverted back to https://t.co/BQoUHvres4. Why?”
Ryan Cohen: “I’m focused on GameStop.”
Teddy Holdings is that reveal.
He flat-out refused to answer.
At the same time, I think the overall message is true.
He has unveiled his business plan quite firmly.
The one thing that was doubtful was financing.
But Ryan Cohen makes a great point about that misconception:
"Ultimately, if we can't get the debt, then it means that eBay can't get the debt and eBay can get the debt."
And that clarification should, honestly, have never been needed! It has been true from the beginning.
And now we know that there are many parties approaching GameStop for this transaction.
And the wording is interesting here, could the interested parties be someone like many in the $GME community theorized?
Icahn???
And I know many who have been following might be wondering, what about GameStop Collectors Exchange?
Well, you will have to stay tuned!
But if you want to know more about the structure of the final vehicle in detail, I have explained The Teddy Holdings Structure in my post attached for you to catch up on:
$GME My favorite part of the terrible interview was when @ryancohen despite seething with anger, attempted to crack a smile. It came off disingenuous and sinister. I'd rank it up there with some of my all time most devious smiles.
What happened on June 26 when more than $2 billion worth of eBay stock was failed to deliver representing 26,604,915 shares?
Also notable that the data claims they were settled the following day on 2M volume total. Laughable.
$GME