GameStop Chief Executive Ryan Cohen has withdrawn a proposed performance-based compensation package that could have been worth more than $35 billion, saying he wants management focused on the retailer's operations and its efforts to acquire eBay.
The company said this week that Cohen requested the removal of the CEO Performance Award from its proxy statement ahead of GameStop's July 7 annual meeting. The award, approved by the board in January, would have granted Cohen 171.5 million stock options if GameStop reached specific targets tied to market capitalization and profitability, according to a company statement. GameStop said leadership's attention is now centered on operating performance and the proposed acquisition of eBay.
Financial markets remain sensitive to geopolitical instability, including the ongoing conflicts in Ukraine and the Middle East, which have added volatility to equity markets and increased investor scrutiny of large transactions.
GameStop said it plans to release additional materials later this week outlining the strategic rationale and operational plans for a combined company. Details were included in a filing and press release issued Tuesday, GameStop said. The company also disclosed that it owns 4.34 million shares of eBay and has economic exposure to roughly 39 million additional shares through options arrangements.
Cohen has continued to publicly advocate for the acquisition despite eBay's rejection of GameStop's offer in May. According to Reuters, GameStop's original bid valued eBay at roughly $55.5 billion, far exceeding GameStop's own market value. eBay's board rejected the proposal, citing concerns over financing and operational risks.
Speaking on the "All-In" podcast released Tuesday, Cohen said he sees opportunities to reduce costs at eBay, expand live-commerce capabilities and create marketplaces for digital collectibles. He also said he intends to contribute $500 million of his own money to support the deal, reported Business Insider.
Cohen told podcast hosts that the businesses complement each other and said the proposed combination falls within his "circle of competence." He has also suggested he may pursue the deal directly with shareholders. During an interview with Piers Morgan on June 19, Cohen declined to rule out a hostile takeover attempt.
Questions surrounding the compensation package had become a flashpoint among investors. Earlier this year, investor Michael Burry, who was portrayed in "The Big Short," disclosed that he had exited his GameStop position and expressed skepticism about the eBay proposal, Business Insider reported. Critics argued the acquisition could help Cohen achieve the performance milestones attached to his pay package.
GameStop noted in regulatory filings that those targets would have been adjusted in the event of a stock-based acquisition, meaning Cohen would not automatically receive a windfall solely through purchasing eBay.
eBay formally rejected the offer last month, describing it as "neither credible nor attractive." The company cited uncertainties around financing, leverage and the risks associated with combining the two businesses, according to CBS News. The board said it remained confident in eBay's standalone strategy.
The unusual pursuit has attracted widespread attention because eBay's market value is more than five times that of GameStop. According to Barron's, the compensation package had originally been approved before GameStop decided to pursue the acquisition.
