GRAPEVINE, Texas — GameStop Corp. stunned Wall Street on May 3 by launching an unsolicited $55.5 billion bid to acquire eBay Inc., proposing $125 per share in a cash-and-stock deal that would create a massive combined retail and e-commerce powerhouse under CEO Ryan Cohen.

The surprise offer, detailed in a letter to eBay's board and filed with regulators, values the online marketplace at a significant premium and marks one of the most audacious takeover attempts in recent corporate history. GameStop, once a meme-stock darling, now positions itself as a serious acquirer aiming to challenge Amazon's dominance.

Cohen, who built his reputation turning around Chewy before taking the helm at GameStop, described the potential merger as a chance to build "a much larger business" by integrating eBay's vast marketplace with GameStop's physical stores and growing online presence. He has signaled willingness to take the proposal directly to eBay shareholders if the board resists.

Deal structure and financing details

The all-in offer of $125 per share represents a 46% premium to eBay's unaffected closing price on Feb. 4, when GameStop began accumulating its stake, and about a 20% premium to recent trading levels. The consideration splits 50-50 between cash and GameStop common stock, with eBay shareholders given election rights.

GameStop plans to fund the cash portion — roughly $28 billion — using........

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