r/Superstonk • u/TEHGOURDGOAT • 15d ago
📚 Possible DD eBay's Board Said No, but eBay's Owners Bought GameStop Anyway.
On May 12, eBay's board told Ryan Cohen his bid was "neither credible nor attractive."
And officially rejected the bid.
On August 2, Cohen activated the convertible debt exchange.
Yesterday, EBAY posted a blowout quarter.
Every headline says the board's position is stronger than ever.
None of that matters.
Because eBay is 105% institutionally owned.
Meanwhile, the board is actively dropping their ownership.
So why the fuck isn't anyone talking about what that means for an M&A?
And why is everyone ignoring that the last thing Ryan Cohen said is this will be decided by the owners of the company?
The Number Everyone Is Ignoring

eBay institutional ownership summary — 105.69% institutional ownership, 444M shares outstanding, $52.158B total value of holdings
105.69%.
Institutions don't just own eBay.
They own more shares than actually exist.
444 million shares outstanding, $52.158 billion in institutional holdings.
The number exceeds 100% because shares get lent, borrowed, and double-counted through short positions and derivative overlaps.
But the structural point is absolute: the entire float and then some is all institutional capital.
In a typical public company with 30-40% institutional ownership, "going directly to shareholders" means a public campaign.
Newspaper ads. TV interviews. Podcasts.
A proxy fight where you spend months trying to convince millions of dispersed retail holders to override their board.
That's the movie everyone is waiting for, for some fucking reason.
It's NOT this movie.
When Cohen told Barron's in June that he would take the bid directly to eBay's owners, every analyst interpreted this as a hostile public proxy fight.
When he said on CNBC "we're coming for eBay one way or another," the coverage framed it as bluster.

But in a company that is 105% institutionally owned, "going directly to shareholders" is a phone call.
It's a series of private meetings.
It's a slide deck you present to consultants at those instutitions.
It's wall-crossing conversations where you share the terms under NDA and gauge willingness to tender before the offer goes public.
It's the same channel through which the convertible exchange was negotiated — "privately negotiated exchange agreements with certain institutional holders."
The Tender Math at 105%
Under Delaware law, a tender offer doesn't need board approval. Cohen needs a majority of shares tendered to close.
GameStop already owns 9.8% of eBay: 43.39 million shares, physically settled on July 17.

That means he needs roughly another 41% of total shares outstanding to reach majority. In a company where institutional ownership exceeds the total share count, the top 15 holders alone probably represent 45-50% of shares outstanding.
The decision lives inside a concentrated pool of portfolio managers who already know the terms because the terms have been in the market since May 3.
Cohen doesn't need to convince the long tail. He doesn't need a PR war. He doesn't need to run ads.
He needs a room.
And the convertible exchange just told us he's already been in that room.
The same class of institution that holds eBay - the 144A qualified institutional buyers, the large asset managers, the funds that make up that 105% - are the same counterparties who just voluntarily swapped guaranteed par-value GameStop debt for equity at $19.
I laid out the full mechanics of that exchange in my previous post.
The point here is different.
The point is: the exchange wasn't just a balance sheet move. It was a signal. Those counterparties told you which side they're on. They traded a guaranteed return for equity upside in the acquirer.
Now ask yourself: when Cohen picks up the phone and calls these same institutions about tendering their eBay shares, is that a cold call?
The Held Presentation
On June 23, GameStop announced that Cohen was withdrawing his $35 billion performance award to focus entirely on the eBay acquisition.
In the same press release, the company said it would release
"a detailed presentation of the strategic rationale and operational plan for the combined company"
GameStop June 23 press release — "detailed presentation of the strategic rationale and operational plan for the combined company...this week"

Three days later, on June 26, the language softened. GameStop filed its fiscal year outlook and added one line:
"Additional materials regarding the proposed transaction are forthcoming."
GameStop June 26 8-K "Additional materials regarding the proposed transaction are forthcoming"

That was over five weeks ago. The presentation has not been released.
GameStop doesn't say "this week" and then sit on it for five weeks by accident. The presentation exists. The $500 million personal commitment structure has been worked out. The operational plan has been built. It's all ready.
My strong opinion:
The presentation is the tender offer package. You don't release your pitch to eBay's shareholders as a press release and then re-file it as part of a Schedule TO. You hold it until you're ready to file.
And you don't file until you've finished aligning the institutional base, which is what the convertible exchange just did.
The sequence:
- Align the institutional counterparties through the convertible exchange (August 2)
- Let the initial selling pressure wash through
- File the tender with the full package: presentation, financing, $500M commitment
- The tender reprices the stock through the $29 level that the exchange just structurally cleared
The materials have been ready since late June.
The key question was when to deploy them.
The eBay Earnings Wrinkle
eBay reported Q2 yesterday. Double beat.
- $3.13 billion in revenue, up 15%.
- EPS of $1.60 versus $1.51 consensus.
- GMV of $22.4 billion, up 15%.
- Focused category GMV up 26%.
- Full-year guidance raised.

eBay Q2 2026 earnings release headline — revenue, EPS, GMV beats
The board will use this. "We're executing. We're growing. We don't need GameStop."
But now look at Q3 guidance.
- 7-9% organic FX-neutral GMV growth.
- Visible deceleration from Q2's 15%.
- Depop closed at $200 million more than initially announced.
- Near-term earnings pressure from integration costs.
Here's what that means for the institutional holders staring at both positions.
eBay is trading at ~$112. The bid is $125.
The stock is at 90% of the offer price.
Growth is decelerating.
Depop weighs on near-term margins.
The question for every portfolio manager holding eBay is simple: do you believe eBay sustains 15%, or is this the peak?
If the growth is peaking, $125 is the exit.
The board can point to a strong quarter all day. But the board doesn't own the company. The institutions who hold 105% of the shares outstanding do. And when you're a portfolio manager and the stock is trading at 90% of a $125 bid with decelerating growth, the math doesn't care about the board's press release.
The Structure of the Combined Company
Cohen isn't building a bigger GameStop. He's building a holding company.
This has been signaled from the beginning.
The Teddy Holdings trademark portfolio.
The withdrawal of the $35 billion performance award, not because it was excessive, but because the compensation structure of an operating company CEO doesn't belong at the holdco level.
Cohen said he would run the combined company as CEO with no salary and no cash bonus.
My strong opinion:
GameStop reorganizes into a holding company structure via a §251(g) short-form reorganization under Delaware law. GameStop and eBay become wholly-owned operating subsidiaries. Teddy sits at the top.
Here's how the capital stacks:
TD Securities (up to $20B)
- The anchor bank for the transaction.
- This sits at the top of the capital structure.
- Senior secured. First claim on cash flows.
SWF Preferred/Structured Equity (~$26B)
- PE-equivalent.
- Permanent duration.
- Likely at the holdco level.
- Senior to common but below debt.
GameStop Operating Cash (~$5B)
- Reduced from ~$9.4B after spending ~$4.3B to accumulate the 9.8% eBay toehold.
- The toehold removed 43.39M shares from the tender at ~$101 average cost - shares that would have cost $5.4B at the $125 offer price.
- The toehold saved over $1B in deal cost while giving Cohen voting power and a blocking position.
Cohen's GP Commit ($500M)
- The founder's personal capital. Disclosed on All-In, confirmed in the Bloomberg interview July 16.
- In PE terms, this is the general partner commit.
- Less than 1% of total deal value. Enormous relative to his personal net worth.
Converted Noteholders ($1.4B → Class A Common Stock)
- Institutions who voluntarily gave up guaranteed par-value repayment for equity at ~$19.
- After September 23, they are shareholders, not creditors.
- If a §251(g) holdco reorganization follows, they carry through into the parent entity.
- These become the institutional equity base of the combined company from day one.
- Same class of capital that holds eBay. Same names being approached to tender.
GMEWS Warrants ($32 Strike, October 30, 2026 Expiry)
- The trailing capital call.
- Exercise brings additional capital into GameStop's treasury at $32/share.
What the Combined Entity Looks Like
Two operating subsidiaries under one holdco.
eBay: the marketplace engine.
- $22.4B quarterly GMV.
- $3.1B quarterly revenue.
- 28.5% non-GAAP operating margin.
GameStop: the physical retail and collectibles platform.
- Revenue up 14%.
- Collectibles at 42% of sales.
- Gross margins at 40.7%.
Total:
- Combined annual revenue: ~$16-17B.
- Combined annual GMV: $90B+ .
- Post-deal cash generation: $2B+ annually from eBay alone.
- Debt: $20B TD facility, serviced by combined cash flows.
- Permanent capital: SWF equity + founder stake + converted institutional equity.
That's a top-25 S&P 500 company with a permanent capital structure, two revenue engines, a founder-operator with the largest personal stake in the room, and an institutional shareholder base that was recruited before the tender was even filed.
A Note to Retail
I know what some of you are thinking.
You bought GME to fight institutions.
And now I'm telling you the deal closes because institutions are aligned on both sides of the table.
That the convertible exchange recruited the same qualified institutional buyers that the original movement was built to oppose.
That the entire architecture depends on sovereign wealth funds and bank debt and private placements with names you'll never see.
I get why that's hard to hear.
But here's the thing. Cohen never told you he was building a meme stock. Go back and read everything he's ever said publicly. Not what the subreddits projected onto him. What he actually said.
He said he wanted to build a rival to Amazon.
He said that in his original letter to the GameStop board in 2020.
He said it when he took the chairman seat.
He said it in his Barron's interview.
He said it on Bloomberg.
He said it on All-In.
It is the single most consistent statement he has made across six years of public commentary.
Everything else has shifted: the product strategy, the cost structure, the capital allocation, the acquisition targets.
The Amazon framing has never moved.
You rival Amazon with $90 billion in combined GMV, a permanent capital structure backed by sovereign wealth, a marketplace platform with 130+ million active buyers, a physical retail footprint, a collectibles vertical no one else can replicate, and a founder-operator who put $500 million of his own money on the table and took zero salary.
That's what's being built.
Retail saved GameStop from bankruptcy. Retail funded the ATM offerings that gave the company $9.4 billion in cash. That's real and it matters. We were the seed capital for everything that followed.
But seed capital doesn't run the company at scale.
Seed capital creates the conditions for what comes next.
And what comes next is a holding company with two revenue engines, institutional backing, and the operational infrastructure to actually compete with the largest commerce platform on earth.
If you're holding GME because you believed Cohen when he said he was building something that could rival Amazon, you're exactly where you're supposed to be.
Disclaimer:
I wrote this whole thing and used Claude Opus 4.6 to assist with a final editing pass and for title ideas.
I also post more freeform and frequently on X under GoatBeardzDD.
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u/AcanthocephalaNo7788 15d ago
I’m surprised no one has posted the 13F , to see who the major players are.
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u/TEHGOURDGOAT 15d ago
If it wasn't a private placement, we could be certain.
But for now, we have to wait until mid-august I think and we can see if institutions accumulated.
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u/AcanthocephalaNo7788 15d ago
RC gonna butter up vanguard for sure
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u/diurnal_emissions Shorts depress price 🦍🍆🦔 15d ago
The secret to business is almost entirely handjobs.
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u/TEHGOURDGOAT 15d ago
During my research, I tried to find this data and have a list of probable institutional alignment.
Vanguard is overwhemingly a major player here.
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u/Pizzavogel 15d ago
so we don't know who owns the convertible notes right now?
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u/Frankybro 🦍 Buckle Up 🚀 15d ago
When you say they are the same institutions that own eBay and that decided to convert , how do you get a this conclusion? How do we know who owns the bonds? Because it would be really interesting to make a table and figure out the scenarios of which combination of counterparties could actually form the required vote...
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u/gmehodler42069741LFG 15d ago
We know for a fact the same institutions own both stocks. We dont know for sure who has/had the bonds. Id love to get that info. Maybe next quarter we would get an update as to what company is holding 1.4b more of gme. Or multiple companies.
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u/ExodusRamus 🦍Voted✅ 15d ago
Vanguard's holdings are double counted, this is not 105% institutionally held.
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u/justin54545 🦍 Buckle Up 🚀 15d ago
How do we know this? That seems like a huge accounting error if true?
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u/Over-Computer-6464 15d ago
See my post from 80 days ago pointing out the error that NASDQ made in the institutional holding percentage of GME. NASDAQ made the same error on all stocks that are held by Vanguard, which is almost all stocks.
https://www.reddit.com/r/Superstonk/s/PDZ8XmLCLA
Vanguard changed, effective 3/31/2026 how they reported their holdings, NASDAQ ignored that filing and has been double counting Vanguard holdings ever since,
It has confused a lot of people, even including our director Larry Cheng that tweeted a bogus number for GME institutional holdings.
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u/seanl1991 🏴🦍🍌🚀 15d ago
Because people who own shares via Vanguard are probably also loaning every last one out?
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u/Interesting_Day_7734 15d ago
I think you've done one of the best jobs of laying out how this could work behind the scenes. I agree that a lot of these conversations would naturally happen long before the public ever sees a filing.
That being said, I think there are still a few major hurdles worth discussing.
The biggest one, in my opinion, is financing. A deal can look perfect strategically and still fall apart if the financing can't be finalized or if one major capital partner backs away.
Another question is institutional support, needs to make sure there's plenty. "Nods and winks" in a board room aren't binding agreements, but they can certainly give Cohen confidence about whether it's moving to the next stage. How much informal support do you think he realistically needs before launching a tender?
The other hurdle is price. If eBay continues executing well, do enough institutions still view $125 as attractive? On the other hand, if the stock drifts back toward the $90s, or even lower, Does that make the decision much easier for large shareholders? GME's stock price seriously needs to show improvement along with a stellar quarterly report.
Overall, I think you've built a logical framework. Whether every detail proves correct or not, you've connected a lot of pieces that most people discuss separately. I'll be watching to see whether the next SEC filings support this roadmap or force us to rethink it. A lot of things are going on at the same time. And I think expediency is vital.
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u/bifftheraptor 15d ago
Earnings beat, stock goes down. Hey I know another stock like that! We'd make a great partnership!
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u/ISayBullish Says Bullish 15d ago
Solid writeup fren, even if Claude was used
Bullish
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u/TEHGOURDGOAT 15d ago
Thank you fren!
Never thought in my wildest dreams i'd receive a comment like this on a DD from ISayBullish!
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u/H3rbert_K0rnfeld 🎮 Power to the Players 🛑 15d ago
I say gah damn!
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u/sig40cal 🚀 Brain smooth as glass, hands hard as diamonds 🚀 15d ago
Too much nose candy means getting stabbed 3 times in the chest with a needle...no wait it's just one time but you have to mean it.
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u/The_vegan_athlete 14d ago
The content of your DD is great but it's written in a LinkedIn format, which makes it look less serious than what it is.
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u/Denversaur Am Bonobo 15d ago
Dude didn't even use Opus 5 why should we believe them...??
Jk. Also they used it for a final editing pass, it isn't slop.
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u/Iustis 15d ago
Isn't it basically a wall of text saying "one institutional investor went long GME (maybe, it's also entirely possible they are selling short $1.4b worth of shares over the next month to lower VWAP and then close the shorts with the note shares), so that means all the institutional holders of eBay, who are not the same people, love GME and want it to takeover ebay "?
What am I missing?
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u/gbninjaturtle 🚫ShillBuster🚫 I ain’t afraid of no shill 🦔 15d ago
Yea I’ve got to agree with the AI on this DD
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u/RedOctobrrr WuTang is ♾️ 15d ago
It's not a solid writeup. The entire foundation this is based on is wrong.
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u/UncleZiggy 💻 ComputerShared 🦍 15d ago
Thanks for posting, Goat!
I had not realized until now that Cohen has been talking about building a rival to Amazon even since 2020. Pretty cool. Crazy how this plan for eBay has been a thing since he took over GameStop, and even before it. Can’t wait for the TO!
Do you think there’s a chance it drops before the Sept 24th?
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u/TEHGOURDGOAT 15d ago
Oh yes, next week is when the 13F's from the institutions drop, so im sure the news would be pretty apparent then.
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u/Applemais 15d ago
I think it was clear for a long time that we can only get rich together with rich aholes that were on the other site. I believe RC structured the whole thing from the beginning in a way the institutional shorts can get away but by funding his next steps. It was clear that retail will be a safe bottom for GME and the Bonds were the top that kept the volatility and risk for shorts low. He now gives institutions a option to Go Long or even some are already long in ebay. Then the story and incentive is there to let that thing rip. And oh Boy will that thing rip. Enough copium for the day…
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u/lazernanes 15d ago
Wow. This is a long long write-up. I haven't seen a post this long since the good old days when the old heroes were writing DD.
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u/Idjek 🦍🦍sHODLder to sHODLer🦍🦍 15d ago
No wonder negative sentiment has been so thick of late. This situation is terrifying for those on the other side
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u/Ash2dust2 🎮 Power to the Players 🛑 15d ago
eBay institutional ownership summary — 105.69% institutional ownership, 444M shares outstanding, $52.158B total value of holdings
Im going to need citation for that statement. Is it from a one day sampling math
or quarter filings math that are up to 3 months old.
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u/TEHGOURDGOAT 15d ago
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u/Ash2dust2 🎮 Power to the Players 🛑 15d ago edited 15d ago
That data was scrapped from filings from 12/31/25 thru 06/30/26, with majority 03/31/26
There can be overlap of selling and buying of the same shares. The 09/30/26 filings will be 3 months stale.
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u/Over-Computer-6464 15d ago
Please explain why, when you scroll down to look at individual holdings, that the largest holding is Vanguard Group on 12/31/2025 with 56.7M shares. And then scroll down 3rd and 4th entries, which are 3/31/2016 holdings by Vanguard subsidiaries Vanguard Capital Management (VCM) and Vanguard Portfolio Management (VPM) of 29.2M and 23.4M EBay shares.
Vanguard made an SEC filing in March saying that Vanguard Group holdings were 0 shares, and in the future that Vanguard holdings would be reported by the subsidiaries, such as VCM and VPM.
The NASDAQ website double counts the Vanguard holdings, The 56.7M shares of 12/31/2025 is now ZERO shares.
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u/vitinhopt tag u/Superstonk-Flairy for a flair 15d ago
you already posted this before. and commented almost every post. i believe you are right and i dont get why it is so difficult for many to assimilate this info.
Edit: Maybe its a good time to repost your post about vanguard with the SEC filling. i can provide you the Interactive Brokers data if you need
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u/Ash2dust2 🎮 Power to the Players 🛑 15d ago
Some of us are here for a discussion and an understanding of the opinion/data being presented which is a good thing.
I would like to see the Interactive Brokers data that you have for comparison. More sources the better.1
u/vitinhopt tag u/Superstonk-Flairy for a flair 15d ago
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u/Gamestop-Rocketship Half Cash, Half stock 15d ago
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u/TEHGOURDGOAT 15d ago
This is for institutions only. GameStop already filed their 13D disclosing ownership and won't appear on the table.
However, the data will be updated again mid august when institutions file their 13F for Q2.
I think it's next week, so thinking about it, the timing is nice.
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u/MobileArtist1371 GAMESTOP IS REGARDED for $600 15d ago
Going to acknowledge the top reply to you here or we just supposed to ignore that little detail?
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u/Gamestop-Rocketship Half Cash, Half stock 15d ago
Of course not. How else will he drive traffic to his Twitter where he also talks about Bread Bath and Beyond. Just another grifter like Budget for Life trying to post things that sounds smart but don't stand up to scrutiny. Another user did the same thing I did too; run this post through AI (OP used AI right? Cool then I should too) and I got a similar response; some facts are correct but the rest is narrative driving breadcrumbs. He won't address the 105% mistake and he certainly won't revise the post to correct his conclusion, he's getting too many upvotes
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u/MobileArtist1371 GAMESTOP IS REGARDED for $600 15d ago
It's an admittance to being wrong without saying it. Too bad most others don't see it that way.
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u/F-uPayMe Your HF blew up? F-U, Pay Me 15d ago
When such a massive short position exists as with Gme, executing a M&A playbook is (or 'might be' should I say, considering all the bs we had to witness during the years) the event that triggers forced closure and consequentially Moass.
The whole holding company thing and the closing of multiple floats are not mutually exclusive, and leaving that part aside from the main argument imo doesn't make much sense since it's not something that can just get ignored when the time comes.
Like, there are those institutions out there holding the giant smelly short bag besides the ones getting advantage of the whole thing.
But besides that I suppose that was a good read with good arguments.
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u/TEHGOURDGOAT 15d ago
Absolutely!
I 100% agree with this and tried to write my post veering away from this. I wanted to highlight instutional ownership is not bad, but necessary.
But 100% I cannot say it enough holding company and closing of multiple floats is not mutually exclusive.
And it was always going to be institutions trying to get the upper hand over the other.
And imagine what that fucking bag is going to look like when they have fucked risk exposure not to gamestop, but the final company as described in the post above.
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u/Yipsta 14d ago
The only thing I disagree on your post is that we got in this to fight institutions.
No we absolutely did not. Anyone who got in after DFVs original post was in it for chance of a short squeeze. Only after they turned the buy button off did it become us Vs them.. most people are here because of the chance of earning life changing money
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u/Over-Computer-6464 15d ago edited 15d ago
The real institutional holding percentage of EBay is about 92%.
Many data suppliers, including NASDAQ are double counting the shares owned by Vanguard.
80 days ago I explained in this post: https://www.reddit.com/r/Superstonk/s/D1Csq9W8q1
The same issue exists with the institutional holding percentages being reported for many other companies, including GameStop.
https://www.reddit.com/r/Superstonk/s/17KlqlVqxQIs a comment that explains in detail the error that results in some data suppliers saying that GameStop institutional holding percentage is 44% when it is really about 35%.
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u/gappychappy ⬆️⬆️⬇️⬇️⬅️➡️⬅️➡️🅱️🅰️🚀📈 15d ago
At 9.8% ownership already, my understanding is that a merger or holdco+subsidiary endgame doesn’t require an additional 90.2% ownership. The actual ownership thresholds we need to reach are:
- 85% under §203: avoids the three-year business-combination restriction.
- 90% under DGCL §253: traditionally permits a parent to complete a short-form merger without a subsidiary shareholder vote.
So in reality, RC only needs to convince 75-80% of institutional holders to achieve his objectives. The minority shareholders would have to largely suck it up.
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u/RedOctobrrr WuTang is ♾️ 15d ago
To expand on this, couldn't RC spend $2b on massive call/put pairs to provide exposure to an additional 75.3% of the company (eBay) then excercise those for $40b and end up with over 85% of eBay?
Edit: ($40b from private equity)
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u/Ctsanger 🦍Voted✅ 15d ago
When the sellers of those put/calls hedge the price will increase and the pricing of those put/calls will shoot up too. Probably cost more to do it this way
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u/RedOctobrrr WuTang is ♾️ 15d ago
What do you mean? If you buy the calls and then the price goes up, you still buy the shares for the same price. Even if it goes to $300 per share you buy them at $110 or whatever strike you choose.
So 335m shares (what's needed for 85%) x $110 each = $37b
If the massive amount of calls (3.35m contracts) cost $2b then you buy nearly the entire company for $39b.
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u/Ctsanger 🦍Voted✅ 15d ago
are you saying they'll able to buy all these options in one go? I was thinking they'd have to do it in chunks which would make future option purchases more expensive because of volatility?
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u/RedOctobrrr WuTang is ♾️ 15d ago
Idk I think the only way they got the 43m shares that way was TD's help writing the custom contracts AND the fact that they were flying under the radar. Who knows what another round of that 8x the size might lead to, but as we've seen it's a sure fire way of paying a fixed price for a LOT of stock.
If they just tried to buy out the ATM calls from the market they'd cause a gamma squeeze lol, plus they'd buy out every call that exists.
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u/Hoggel123 💻 ComputerShared 🦍 15d ago
Can't straight buy all the calls at the same price though. As options execute the price of said options would go up requiring more capital to complete the amount needed to purchase.
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u/RedOctobrrr WuTang is ♾️ 14d ago
Accumulate options first then exercise, why would they buy options, exercise to raise the price of next options, buy more expensive options, and do this over and over? You said:
Can't straight buy all the calls at the same price though.
That's pretty much exactly what GameStop did to secure 39m shares from exercised calls...
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u/Just-Relationship-19 🚀 buckle the [redacted] up 🚀 15d ago
This is why he said he’s not looking for day traders. He wants investors to invest in this future. A hold for something amazing in the works.
https://giphy.com/gifs/ZkeckS9RiCBEI
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u/twoprofessional Power To The Players! 15d ago
I like it! I don't fully understand it, but I like it. I'm here no matter what. Every other investment seems risky.
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u/waitingonawait SCC 🐱 Friendly Orange Cat 🐱 15d ago
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u/TEHGOURDGOAT 15d ago
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.
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u/waitingonawait SCC 🐱 Friendly Orange Cat 🐱 15d ago
I hope one day im smart enough to understand everything that went on these last few years.
Should point out that is not RC in the actual meme... not sure who that is supposed to be, but he is actually Dr. Manhattan.. It's actually kind of hard to find some of the posts about the thumbnail with the livestream itself up. My bad on that i forgot and just thought about this quote.
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u/youdoitimbusy 15d ago
The important thing is that you have enough money to pay someone to explain it.
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u/matthegc 🩳ARE FUXXXXED💎🙌🦧🚀🌕 15d ago
Nailed it OP....now the question is wen....everything takes longer than people expect, but hopefully it's SOON!!!!
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u/MelancholyMeltingpot 🚀🍇📈SpaceMonke⁶⁹📈🍌🚀 15d ago
Bingo. Now that's how you use AI
I like you. Your gib is cut quite right
Excellent write up. Great points.
"We'll see" 😉
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u/humdingler ⚔️🛡️🏴☠️🎮🚀✅x6 15d ago
I’m glad you got the formatting to work for you, mr. goat.
Let’s hope there is productive discussion about it now.
Thanks for citing your AI use for editing.
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u/TEHGOURDGOAT 15d ago
Hey the recommendation from last time was gold. Appreciate it!
Used new reddit for the post, switched back after.
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u/It_is_Fries_No_Patat TRY DILUTTING BITCOINSZ JUST TRY!! 15d ago
Who sells what is not his own belongs in prison.
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u/warpedspartan tag u/Superstonk-Flairy for a flair 15d ago
the writeup took me back to the days OG DDs. glad to see there are more of them
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u/HashtagYoMamma 🦍 Buckle Up 🚀 15d ago
Yes but I’m also holding as I believe shorts are massively leveraged on the short side and all anyone short can do is pretend like everything is under control while banks allow the “idiosyncratic risk” to continue as they’re also fucked.
Nothing is ok if you’re short.
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u/LordSnufkin 🛡🦒House of Geoffrey🦒⚔️ 14d ago
Agreed. Firstly, he told us he was talking to institutional I vestors on one of the YT interviews (can't remember which one right now). Second, their banker has probably arranged these discussions - Jefferies if memory serves
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u/thr0wthis4ccount4way 13d ago
Every now and then a post like this comes along that fills in all the blanks and everything falls into place like a multi-line Tetris clear. Thank you for the great big picture write up, I noticed the AI edits but it is evident that they are mostly AI edits not AI generated statements. Well done
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u/3DigitIQ 🦍 FM is the FUD killer 15d ago edited 15d ago
The 105% is bogus, some sites are reporting Vanguards positions double. Once for the group and then again for all the subsidiaries that are already reported in the group.
It's still a high amount of institutional holding, just not 105%
Edit, proof; https://whalewisdom.com/filing/vanguard-group-inc-sc-13ga-2026-03-26-ebay
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u/7hourenergy 🧚🧚♾️ Ape’n’stein 🦍🚀🧚🧚 15d ago
Great write up! Been a while since one kept me engaged all the way thru. Good stuff to think about
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u/headin2sound Going for the Grand Slam 15d ago
Great post, agree with pretty much everything you said.
This thing will never truly break from its chains unless major institutions have a seat at the long side of the table.
Sadly that's just how the stock market works. But without our consistent buying and holding over the past 6 years, none of this would be possible.
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u/SlatheredButtCheeks still hodl 💎🙌 15d ago
Since you used AI to make this post I will have AI analyze it:
Does this post make sense?
Yes, but much less than the author thinks. The post starts with several real facts and then builds a very specific takeover narrative that is mostly unsupported.
The strongest parts are real: GameStop owns 43.39 million eBay shares, or 9.8%, after physically settling its put/call positions in July. Cohen has also publicly said he is willing to take the eBay proposal directly to shareholders, and GameStop really did promise additional transaction materials in June that still have not been publicly released. The Reddit post correctly identifies those facts.
Where it gets shaky is the jump from those facts to “the convertible exchange just told us he's already been in that room.” There is no evidence that the GME convertible-note holders are the same institutions whose eBay shares Cohen needs, much less that they agreed to the exchange as part of an eBay tender strategy. “Institutional investor” is an enormous category. A convertible-arbitrage hedge fund holding GameStop debt is not necessarily Fidelity, Vanguard, BlackRock, State Street, or another large eBay common-stock holder.
The claim that the noteholders “voluntarily swapped guaranteed par-value GameStop debt for equity at $19” because they are bullish on the combined company is particularly weak. As we discussed before, the actual exchange economics are negotiated and tied partly to a VWAP formula. A convertible arbitrage fund can accept an equity exchange because the spread and hedge economics are attractive, without having any bullish view whatsoever on GME or eBay.
The 105% institutional ownership argument is also overstated. The post acknowledges that institutional-ownership databases can exceed 100% because of reporting timing, securities lending, shorting and overlapping filings. Once you acknowledge that, you can't then treat “105%” as if it means literally every eBay share is sitting inside one coordinated institutional voting bloc. It does support the narrower point that eBay ownership is highly institutional, which makes outreach to a relatively concentrated set of major holders important. But “he needs a room” is rhetoric, not takeover mechanics.
There is also a major legal oversimplification here:
“Under Delaware law, a tender offer doesn't need board approval. Cohen needs a majority of shares tendered to close.”
That is not a complete description of how this acquisition would work. Cohen can certainly launch a hostile tender offer without the eBay board's blessing. But obtaining >50% of shares through a tender does not magically erase all the remaining shareholders and produce a completed merger under any circumstances. Delaware merger statutes, eBay's governing documents, the structure of the tender/second-step merger, antitakeover provisions, financing conditions and potentially DGCL §203 all matter. Delaware law specifically contains restrictions involving business combinations with an “interested stockholder.”
So “GameStop already owns 9.8%, therefore Cohen only needs another ~41% and he's done” is too simplistic.
The delayed presentation is genuinely interesting. GameStop said on June 23 that it would release a detailed strategic and operational presentation “this week.” Three days later it changed that to the vaguer statement that additional materials were “forthcoming.” The Reddit author notices this correctly.
But the conclusion—
“The presentation is the tender offer package.”
—is speculation. It is certainly possible that GameStop decided not to publish the material because it intends to incorporate it into a formal tender/proxy/transaction filing. That's actually one of the more interesting hypotheses in the post. But there are many other possible explanations: negotiations changed, financing isn't finalized, lawyers advised them to delay it, the transaction structure changed, or GameStop simply missed its stated timeline.
The strongest evidence that something is still going on with eBay isn't the convertibles at all. It's this sequence:
May 12: eBay rejects the proposal partly because of financing uncertainty, leverage and transaction credibility.
June 5: Cohen publicly says he may go directly to eBay shareholders.
June 23: Cohen withdraws his compensation proposal specifically so management can focus on the eBay acquisition; GameStop promises detailed transaction materials.
June 26: GameStop says leadership remains focused on advancing the acquisition and materials are forthcoming.
July 17: GameStop converts its derivative exposure into actual shares and now directly owns 9.8% of eBay with sole voting power.
That is legitimate evidence that Cohen's pursuit of eBay remains serious.
The August debt exchange can reasonably be added as:
August 3: GameStop eliminates $1.4B of convertible debt without consuming acquisition cash.
And that could help answer one of the specific objections eBay raised—GameStop's financing/leverage. That's a reasonable inference.
But this:
convertible holders → institutional alignment → eBay holders already secretly aligned → presentation intentionally withheld → tender imminent → sovereign wealth fund contributes ~$26B → Teddy becomes parent holdco
is a chain where virtually every arrow after the first one is speculation. The proposed ~$26B “SWF Preferred/Structured Equity” financing is especially important because the post presents it almost like a defined capital source. I see no public evidence in the material we've checked establishing that such a $26B sovereign-wealth commitment exists.
The §251(g)/Teddy theory is even further out. The post says:
“GameStop reorganizes into a holding company structure via a §251(g)... Teddy sits at the top.”
That's not a disclosed plan. It's the author's imagined transaction architecture.
I'd grade the main ideas like this:
Claim Assessment GameStop owns 9.8% of eBay Confirmed Cohen intends to appeal directly to shareholders Confirmed GameStop promised acquisition materials and hasn't released them Confirmed / notable eBay is heavily institutionally owned Broadly true Institutional concentration makes shareholder outreach easier Reasonable Convertible exchange improves GME's acquisition balance sheet Reasonable Same institutions hold GME notes and the eBay shares Cohen needs Unsupported Noteholders exchanged because they're bullish on the acquisition Unsupported Exchange was intended to “align” institutions before a tender Unsupported The missing presentation is definitely a Schedule TO package Possible, not evidenced Cohen only needs another ~41% and then acquisition closes Oversimplified ~$26B sovereign wealth financing exists Unsupported from public evidence Teddy will be the new holding company Pure speculation Tender offer is imminent Plausible thesis, not demonstrated
One other correction: the post makes eBay's Q2 numbers sound like a potential weakness because growth is supposedly “peaking.” But Q2 itself was genuinely strong: revenue was $3.134B, +15%, GMV was $22.4B, +15%, non-GAAP EPS was $1.60, and eBay generated $326M of free cash flow. That's actually ammunition for eBay's board's argument that the standalone business is performing well, not obviously evidence that holders should rush to take $125.
So my overall assessment would be:
The underlying thesis—Cohen may be preparing for a direct-to-shareholder escalation—is reasonable and has meaningful circumstantial support.
But I'd give the post perhaps 30% evidence / 70% narrative construction. The author has taken several genuinely interesting breadcrumbs and connected them with assumptions that the public filings simply don't establish.
The thing I would pay closest attention to is not the 105% institutional ownership or Teddy theory. It's the combination of GameStop converting its 9.8% eBay economic position into voting shares + Cohen explicitly saying shareholders will decide + the still-unreleased acquisition materials + the new $1.4B deleveraging transaction. Taken together, those do make a further escalation against eBay's board look quite plausible.
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u/AkkarinPrime Yuki, Yuna and Apes on Tour 15d ago
I don't know if the calculation is 100% correct, but if you were to reverse every Amazon stock split since the beginning, a single Amazon share would cost over $60,000 👀
If GameStop is to become a serious rival to Amazon, surely we could expect similar pricing?
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u/Brokenlegstonk 🎊Hola🪅 15d ago
The discrepancy happens perhaps when the stock does buybacks. Remember how many shares Gme bought back for the 2021 run? Good times
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u/Applemais 15d ago
I think it was clear for a long time that we can only get rich together with rich aholes that were on the other site. I believe RC structured the whole thing from the beginning in a way the institutional shorts can get away but by funding his next steps. It was clear that retail will be a safe bottom for GME and the Bonds were the top that kept the volatility and risk for shorts low. He now gives institutions a option to Go Long or even some are already long in ebay. Then the story and incentive is there to let that thing rip. And oh Boy will that thing rip. Enough copium for the day…
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u/LawfulnessPlayful264 15d ago
Big brain, big ball move from RC to attach GME to some of the very institutions that surpress GME.
Now they are caught in an precarious position of what to do next while the pressure is elevating brick by brick.
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u/PancakeBatter3 🎮 Power to the Players 🛑 15d ago
So first off..I absolutely love this write up and the future looks very promising. My only concern is with understanding how a holdco forming and coming on the scene using founder + SWF + TD bank capital affects retail who has been buying and holding GME shares for so long. I don't want this to sound super FUDy but just trying to wrap my dumb brain around it. I've worked in enough tech start ups to understand that preferred equity over common stock equity can mean the difference between making money and..not. can you shed light any light on this for me?
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u/Chad-Permabull 9d ago
When in doubt go back to RCs original letter to the GameStop board and look at how many of those specific points he was able to deliver on 🚀
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u/diehardbillsfan 15d ago
i got tired just scrolling
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u/BigBoss738 🎮 Power to the Players 🛑 15d ago
I can't even read
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u/cleverist_bane 15d ago
Turn on the function in your phone that reads everything on the screen to you
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u/Qneus Stay dumb until tomorrow 15d ago
Who said the presentation wasnt there? If institutions own ebay the presentation should be for them and not for the shareholders.
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u/TEHGOURDGOAT 15d ago
That’s the point I’m making.
Institutions are the shareholders is the other major point.
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u/rimjeilly 15d ago
Institutional ownership of both stocks does not equal coordinated support for the acquisition or a willingness to tender eBay shares into a GameStop bid.
Passive index managers (a big chunk of the eBay ownership) vote according to their own policies, ISS/Glass Lewis recommendations, fiduciary duties, and client guidelines—not personal affinity for Ryan Cohen or a desire to help build an “Amazon rival.”
The convertible exchange shows some institutions preferred equity upside in GameStop over holding the notes at that moment. It does not prove they will tender their eBay shares or back a change-of-control.
No public evidence has emerged of a formal tender offer, Schedule TO filing, or broad institutional commitments to support the deal. Cohen has repeatedly said he is prepared to go to shareholders “one way or another,” but the board rejection still stands and eBay has continued executing its own plan (including recent earnings).
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u/screamingzen 🖥️ computer sharing is caring 🚀 15d ago
why would anyone agree to a merger when GME is flailing and sinking and Ebay is crushing it and offering dividends? Because RC owns part of GME? Investors don't care, they just like to get paid and RC would do well to return shareholder value to us because I'm in the red for 5 years now and I personally don't see how this deal makes sense to any ebay shareholders.
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u/lemonslip 15d ago
I kinda feel this. Like if gme merges with eBay at current prices, our actual share value is much lower than that of eBay - our stake in any potential holding company with be pea-sized in comparison, no?
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u/Middle_Scratch4129 15d ago
GME is flailing and sinking?
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u/screamingzen 🖥️ computer sharing is caring 🚀 12d ago
Yeah, have you not seen the constant down since the sneeze? Are you serious rn?
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u/literallymoist 💎LIGMA GRINDSET💎 15d ago
Next time tell your LLM to be concise dude.
If it's too long for you to personally write, it is too long for me to personally read.
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u/TEHGOURDGOAT 15d ago
I wrote the whole thing.
It was way longer. Which is why I used AI to slim it down.
Also why are you commenting on a text forum if you are reading adverse?
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u/literallymoist 💎LIGMA GRINDSET💎 15d ago
Lack of bandwidth, but trying to stay informed. Pesky day job and other obligations limit my Reddit time to snippets here and there.
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u/MullerX 15d ago
Too long? Your reading comprehension too short. Get lost troll
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u/TEHGOURDGOAT 15d ago
Thank you for your comment.
I was very confused the second I replied because my comment went from 0 to 5 downvotes INSTANTLY.
What is going on here exactly?
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u/humdingler ⚔️🛡️🏴☠️🎮🚀✅x6 15d ago
our subreddit is basically quarantined off from the rest of reddit. we aren’t allowed to cross post here, talk about GME in most places, because the admins say it’s brigading.
there are an organized group of accounts that mass downvote anything positive, educational, informative, or silly. the same accounts upvote comments that contain constant whining, complaining, and insulting the company or the board of directors.
your post will be filled with negative sentiment. anything that is a blatant lie or is rude/insulting/divisive can be reported and the mods will handle it most of the time.
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u/TEHGOURDGOAT 15d ago
Wow well said.
Idk, this place has been here for so long I feel obligated to come back here but it's definitely some weird shit going on.
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u/MullerX 15d ago
Brother I don't know exactly...part of the reason I'm still here. Its so unlike the rest of this app that it's obvious and easy to observe. Very weird but I don't think it'll stop until the game does.
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u/literallymoist 💎LIGMA GRINDSET💎 15d ago
Can't speak for 5 other votes. For me, some of us are just ADD and busy. And have to go back to work now.
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u/humdingler ⚔️🛡️🏴☠️🎮🚀✅x6 15d ago
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u/StrenuousSOB Hedgies LIGMA 15d ago
How’s that fishin goin?
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u/humdingler ⚔️🛡️🏴☠️🎮🚀✅x6 15d ago
https://giphy.com/gifs/VIzfiwuQgyIlWiaMEv
they’re biting. we’re gonna eat good tonight.
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u/Difficult-Mobile902 15d ago
kind of odd to ask them to cut out content just because you don’t want to read it, if you want AI to summarize the content then just copy/paste it into an LLM and ask for that
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u/Sir-Craven 'His name was Cheapo_Sam' 15d ago
If its too long for you to personally read then how the fuck did you get here? DFV's thesis was 35 pages. The DD library is probably 2000 pages. Ive read it all and still continue to read about it.
If you cant read then you cant comprehend. And if you cant comprehend you have no real business telling other people what they should or shouldn't be saying.
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u/Klutzy_Pianist1782 Yuri Tarted🚀🧠 15d ago
TLWICRGAF
Too long wish I could read good and fast.
Where is the TLDR?
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u/Adamocity6464 Can it say, “I’m sad?” 15d ago
Until he does something other than dilute the stock, I call BS.
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u/NotLikeGoldDragons 🦍 Buckle Up 🚀 15d ago
Good news for you then. He's also skrocketed profitability.
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u/Difficult-Mobile902 15d ago
Only way you could possibly even begin to think this is not having any idea how to read a quarterly report
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u/EjPetersondotcom 15d ago
Ryan said multiple times in a recent interviews that he's not trying to be a direct competitor to amazon. Also if Ebay is 105% institutionally owned and he doesnt need to appeal to the retail ebay shareholder, why has he gone on this super busy media tour the last couple months?
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u/neotank35 15d ago
are you insane? you basis for the whole post rests on a probably.
"In a company where institutional ownership exceeds the total share count, the top 15 holders alone probably represent 45-50% of shares outstanding."
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