Motley Fool Money - Forget Earnings Season. It’s Takeover Season.

Episode Date: May 5, 2026

A bevy of acquisition chatter has the Motley Fool Hidden Gems Investing team digging down into what can make or break a deal. The team discusses GameStop’s proposal to buy eBay for $56 billion, a ru...mor regarding interest from Anthropic to buy Atlassian, and lessons from a great acquirer in Berkshire Hathaway.Jon Quast, Rachel Warren, and Travis Hoium discuss:-GameStop’s $100 billion market cap ambition-The potential acquisition of eBay-Anthropic’s rumored interest in Atlassian-Other software companies that may be attractive targets-Hidden gem lessons from Berkshire HathawayCompanies discussed: GameStop (GME), eBay (EBAY), Atlassian (TEAM), Berkshire Hathaway (BRK.A)(BRK.B), United Rentals (URI)Host: Jon QuastGuests: Travis Hoium, Rachel WarrenEngineer: Kristi WaterworthAdvertisements are sponsored content and provided for informational purposes only. The Motley Fool and its affiliates (collectively, "TMF") do not endorse, recommend, or verify the accuracy or completeness of the statements made within advertisements. TMF is not involved in the offer, sale, or solicitation of any securities advertised herein and makes no representations regarding the suitability, or risks associated with any investment opportunity presented. Investors should conduct their own due diligence and consult with legal, tax, and financial advisors before making any investment decisions. TMF assumes no responsibility for any losses or damages arising from this advertisement. We’re committed to transparency: All personal opinions in advertisements from Fools are their own. The product advertised in this episode was loaned to TMF and was returned after a test period or the product advertised in this episode was purchased by TMF. Advertiser has paid for the sponsorship of this episode.Learn more about your ad choices. Visit ⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠⁠megaphone.fm/adchoices Learn more about your ad choices. Visit megaphone.fm/adchoices

Transcript
Discussion (0)
Starting point is 00:00:01 You can forget earning season. It's suddenly takeover season. You're listening to Motley Fool Hidden Gems Investing. Welcome to Motley Fool Hidden Gems Investing. I'm John Quast and I'm joined by Fool Contributors, Rachel Warren. And filling in for us today is Travis Hoyum. Today we have a show that is going to center around mergers and acquisitions, even though we're in the throes of earning season. but the weekend news flow about acquisitions was just too juicy to pass up. We're going to try to be true to our hidden gems theme here. We're going to try to look at some hidden things that might make an acquisition better than others, make it break it, you know? But let's start with the lead here, and it's the big headline over the weekend.
Starting point is 00:00:46 And that's that GameStop is entering the conversation, right? Let me frame this. Back in January, GameStop CEO Ryan Cohen said he was looking for an acquisition. And he said the acquisition needed to be big. In fact, he said it needed to be very, very, very big. He was looking for a resilient business. He was looking for an undervalued, publicly traded company, and specifically looking for sleepy management, in his words.
Starting point is 00:01:11 And now we know what the company is. They are targeting eBay. So over the weekend, GameStop, a company with a market cap of about $11 billion, offered to acquire eBay for nearly $56 billion. And it's a complete take. over. Ryan Cohen is proposing himself as the new CEO of the combined company. And it's just a crazy deal. Have we ever seen anything like this? And is it even possible? Yeah, I mean, there's definitely
Starting point is 00:01:37 historical precedent for this. I mean, you have a famous example back in the 1980s, right? With Capitol Cities, they're a relatively small media company. They acquired ABC. That was a company that was nearly four times at size at the time. And of course, back then, that deal was very much financed by famous investor Warren Buffett, Oracle of Omaha himself. He provided a about $500 million in exchange for up to a 25% share in the combined company. And that deal was one of many, I think, that proved that you could have a smaller, more aggressive firm, swallow a corporate giant if they had the right financial backing. Now, you talk about this GameStop and eBay proposed deal to fund the cash portion of this deal. Ryan Cohen, he secured a $20 billion
Starting point is 00:02:17 debt financing commitment from TD Securities. That's the investment banking arm of TD Bank. And the idea is this would act as a bridge between GameStop's existing cash pile and the total offer. It's a risky maneuver. GameStop's offered $125 a share in a 50-50 cash-and-stock deal. That actually represented about a 20% premium over eBay's Friday share price close. But I think you also see a situation where Cohen has to convince the market that this combined entity would be more valuable than the two companies stand alone. And if the board were to refuse the offer, if the board of eBay refuses the offer, I think maybe the only path forward is some kind of a hostile proxy fight.
Starting point is 00:02:55 So this will be really interesting to see play out. Yeah, it's definitely happened before. This isn't completely new. We could go back to Norwest buying Wells Fargo in 1988, essentially just took over the name. Wells Fargo. Kmart bought Sears. Remember that was when Eddie Lampert kind of made his name known. Don't know that that's necessarily worked out over the past 20 years or so.
Starting point is 00:03:14 Yeah, I don't know if GameStop wants to be Kmart. Yeah, that's not necessarily a great omen for them. I've been following gaming for 20 years, and El Dorado, which was a company that most of us had never heard of a couple of years before that, bought Caesar's Entertainment. So this has happened before it is kind of a situation where GameStop's got to figure out where in the world they go next. Their business isn't exactly doing great. So might as well buy something, and I guess eBay's for sale. And I feel like it's worth pointing out here that GameStop has quietly acquired a 5% stake in eBay, according to Cohen. Now, this is not pure shares here. There's some derivatives involved here, but it's essentially
Starting point is 00:03:54 following the same playbook that Cohen ran. If you remember, Cohen is not the founder of GameStop. He's not the longtime executive. He actually acquired enough of the company to essentially take it over a couple of years ago, put himself in the CEO chair. And it's worth pointing out that his pay package is tied to GameStop's market cap reaching $100 billion. It's not tied to an operating metric. It is tied to the market cap of the company. So certainly incentive here to grow the business. Yeah, that incentive structure is an interesting one to note. I mean, you look back, right, and Cohen used this very methodical multi-step campaign to gain control of game stop. He began with a 9% stake that he boosted eventually to 13%. And he used his position, you know, back in the day,
Starting point is 00:04:39 he penned this blistering public letter to the board. He was criticizing their lack of vision. He labeled them as outdated. He sort of pressured and forced the company to give him three boards. seats. And, you know, obviously, GameStop has seen some significant turnaround under his leadership. But once he was inside the boardroom, he pushed out the legacy CEO. He was very successful to that end. Now, his current move on eBay follows something of a similar pattern, but the scale of the target is really different here, right? I mean, you had GameStop very much a struggling retailer that he could fix with, you know, a few hundred million dollars injected into the business. Ebay's this established e-commerce giant. It's worth tens of billions. Requires a level of outside
Starting point is 00:05:17 financing and market cooperation that he didn't need the first time. So it's certainly not a one-to-one comparison, even though some of his strategy is definitely similar. Yeah, and let's keep in mind that part of the strategy is keeping the meme going. GameStop, not exactly a thriving business today. I think that's, you know, putting it mildly over the past 10 years. Their compound annual revenue growth rate is negative 8%. The company has shrunk under Cohen. So it isn't like he's some sort of operational mastermind who turned around GameStop from, you know, being a struggling retail to now a thriving retailer. They're still a struggling retailer. And that's going to be fundamentally the question here is, can he convince the market
Starting point is 00:05:58 that the story is worth buying? And I think that's really the biggest question for investors going forward. You know, this isn't the kind of acquisition that I'm a huge fan of as an investor because it is not, as you mentioned, really fundamentally driven. It's really more meme or story driven. and that's something he's got a lot of work to convince people that he's going to be able to build a hundred billion dollar business. I think in fairness, I mean, you're talking about the top line. GameStop is certainly still struggling there, and there is questions on the long-term viability of that business, given all the changes that is happening in the gaming space,
Starting point is 00:06:32 a lot more not a physical product anymore. And so that is certainly playing into it. But you do have, under Cohen's leadership, going from losses to net income, trailing 12 month of 400 million. And to that point, definitely to Rachel's point of blistering letters, writing here that basically he can increase eBay's earnings per share 80% in the first year by cutting waste. Travis, do you think that he has a point here? There's maybe a little bit of a point, you know, but at the end of the day, yes, you're right. GameStop is probably a more efficiently run company today. They are making an operating profit. They do have a little bit of operating
Starting point is 00:07:11 leverage. But how valuable is operating leverage when your top line is still in decline? When you're still fundamentally not in a growth business long term, I think that's really the challenge. Is this going to be a cigarette buck company? If we go back to the old Warren Buffett days, hey, there's still a little bit of cash flow to generate here and we're just going to suck everything we can out of it and then let the business die. I don't think that's the story that he's trying to give to the market. But that's what you get if you have declining revenue business and increasing operating profit. You're getting operating leverage at the cost of actually growing the business. So it's a little bit of a tough position for them to be in.
Starting point is 00:07:48 I just want to acknowledge one thing as we close this segment. I feel like this is that domino meme. If you've seen the little tiny domino and it finally knocks over a huge domino, it's just crazy to me that if we rewind the clock, it all started with a guy named Roaring Kitty on Reddit saying that he liked the stock. Next thing you know, you have the co-founder of Chewy buying GameStop, and now we have a potential takeover the 10th largest e-commerce platform in the world. So you never know what one little domino is going to knock over. We'll keep an eye on this because this is potentially something that would disrupt the e-commerce space. So we'll just keep an eye on it.
Starting point is 00:08:23 After the break, we are talking about another potential acquisition from AI Giant Anthropic. You're listening to Motley Fool Hidden Gems Investing. Welcome back to Motley Fool Hidden Gems Investing. On this second segment, I want to be extremely clear up front. We are about to talk about a rumor. In our last segment, we talked about a real proposal. You can go to GameStop's website. The proposal is there.
Starting point is 00:08:48 You can read the documents, see the numbers. That proposal is real. This segment, we are talking about a rumor that is floating around out there, but it is so fascinating that I really feel like we need to touch it. And here's the rumor. The rumor is that AI giant Anthropic, the maker of Claude, is interested in acquiring enterprise software company at Lassian. Now, what's fascinating about this rumor to me is that we've been talking about how
Starting point is 00:09:15 AI is going to kill software, or at least that's the prevailing narrative. But if this rumor is true, then somehow an AI company would want to buy a downtrodden software company. In light of that narrative, I mean, how possible do you? do you think it is that this is true, Travis? It's very possible that it's true. And we've got to think about this strategically first. If you are anthropic, you're dealing with a competitive market in the model space.
Starting point is 00:09:44 We know that they were the hottest thing in the market in early 2026. It seems like even just over the past few weeks, they've kind of been overtaken again by Codex from OpenAI. So in this kind of back-and-forth market, how do you build a durable business that's actually going to be worth the however many hundreds of billions or trillions of dollars these companies think they're going to IPO for at some point in the near future? And one of the ways that you're going to do that is you're going to get distribution and data within your ecosystem. Atlassian has distribution. They have products. They have data that companies put into Atlassian's products. That's going to create something of a flywheel for Anthropic, potentially, if they bought
Starting point is 00:10:30 this company, and it would make them a little bit stickier in some of the enterprise businesses. And I think the interesting thing here, we saw the deal between XAI and Cursor a week or two ago. So that was Cursor proposed being acquired by XAI, SpaceX, whatever it's going to be after they actually go public. And I think the idea there was cursor was actually in a fairly weak strategic position because they were being replaced by Claude and Codex actually kind of pulling their customers away from Curser as the place that they were actually doing their coding. So things are changing so quickly in artificial intelligence that even though Anthropic and Claude are arguably one of the fastest growing companies we've ever seen
Starting point is 00:11:14 at this scale, it is still a tenuous position. they don't have a huge moat around the business, and this would potentially start to build that mode. I think that's the way to think about it. Okay, and so basically what you're saying here is that perhaps Claude could build better products, but the real deal here is that Atlassian has customers that it already has in the hopper. It's got this huge distribution, and that would be the competitive advantage if it could get
Starting point is 00:11:41 its hand on that. That's one thing it doesn't have. Rachel, do you think that Anthropics Claude could make Atlassian's products better? Oh, I absolutely think that's the case. I mean, we've been having this discussion for, you know, months now about how these types of models like Anthropics Cloud could potentially replace some of these software businesses. That's obviously been the concern we've seen permeating the markets impacting a lot of software stocks. I don't think they replace the software businesses. I think we could very much see a dynamic where some of these larger AI companies see the value in these software platforms and try to integrate them into their own ecosystem. You think about how Anthropic has the brains of AI with Cloud. lot, right? Well, Alassian has the territory of millions of developers, project managers already live inside platforms like Gira and, you know, Confluence every day. And so by acquiring them, if this rumor is to be believed, Anthropic wouldn't just be a service that developers call upon. They could become brilliant infrastructure where work actually happens. And from a strategic
Starting point is 00:12:36 standpoint, an AI giant would want a software developer like Atlassian for that data and distribution advantage. I mean, Atlassian sits on a gold mine of proprietary data. Decades of how teams collaborate, how bugs are fixed, how products are shipped. And so I do think that this could turn cloud from a helpful assistant to more of an autonomous worker that has access to the levers of the company's operation. So it makes sense from that perspective. Yeah, John, let's also tie this back to the GameStop acquisition. GameStop is using a very highly valued stock to buy a company that is theoretically a value
Starting point is 00:13:10 company. So you combine those two companies and you get a maybe more reasonably valued company when it's all said and done. You could look at it the same way with something like Atlassian if this deal does go through. You know, Anthropic is not cash flow positive. Atlasian is. If you look at their market cap currently $24 billion, let's say they have to pay a bit of a premium. They sell for $30 billion. You're also bringing in $1.2 billion worth of free cash flow. So you're acquiring customers, you're acquiring data, and you're acquiring a business that's actually generating cash. You combine your cash losses with their free cash flow. Maybe you have a little bit less.
Starting point is 00:13:46 cash needs, and all it cost you was, you know, a fraction of the shares that you have outstanding. So that's where it could potentially make sense, both strategically and, you know, within this financial game that all these companies are playing. And that's the thing about investing that I just love. There are so many angles to look at, and often the most simple narrative is not the right narrative. So we'll be keeping an eye on AI and software in the weeks and months ahead. When we come back from the break, we're talking mergers and acquisitions and pulling some hidden gems lessons from huge company, Berkshire Hathaway. You're listening to Motley Fool Hidden Gems Investing. This episode is brought to you by
Starting point is 00:14:25 Nespresso. Hear that, that's your next obsession. Every coffee, a new world. Every sip, a new taste. This is the new Nespresso. One touch, endless possibilities. Iceed, flavored, long, short, because some days call for that espresso kick. And sometimes, a smooth, silky latte just wins. It's exceptional but effortless like actually effortless simply press brew and explore nispresso what else keep exploring at nespresso.com welcome back to motley fool hidden gems investing we want to make you part of the conversation here so if you have a stock or investing question for Travis rachel myself anyone else on the show you can email us at podcast at fool dot com and we would love to have mailback segments we're not doing one today but we do like to have them quite often just send on your questions remember to keep them
Starting point is 00:15:13 Foolish, keep them short so we can read them on air. That email again is podcast at fool.com, podcast at fool.com. And we want to close here with Berkshire Hathaway. New CEO, Greg Abel, just completed his first running of the annual meeting in Omaha over the weekend. And of course, questions came up about his vision and strategy. Questions is a huge conglomerant. Are you going to break it up? Are you going to sell some of the assets? Essentially, Abel said, no, we're not going to do that. It doesn't have layers of management. so it believes it's a very efficient conglomerate and then it wants to hang on to what it has. But as we think about this whole topic of takeovers, mergers, acquisitions,
Starting point is 00:15:53 what is some hidden traits, some hidden takeaways that we can take away? Mergers and acquisitions happen all the time on the stock market. What should our listeners be looking for? What is the DNA of a good deal? And let's use Berkshire Hathaway here to kind of frame the narrative because it has made so many good deals over the year. So I'm going to throw here to you first, Rachel. What's a good deal that Berkshire has made in the past? And then we're going to talk about maybe what the hidden takeaway is. Yeah, I mean, this is kind of an easy one, but one of the most famous and arguably one of the
Starting point is 00:16:25 best was Geico, right? And I mean, this is an interesting one too, because Buffett first invested in Geico back in the 1950s. He had, you know, gradually increased his stake over several decades. And then Berkshire acquired Geico by purchasing about the remaining 49% of the company that didn't already own for about $2.3 billion back in the 90s. But one of the things that I think made this deal such a masterpiece was not just the brand of GEICO. It was the insurance float, you know, the pool of money collected from premiums that have not been paid out in claims yet. And Buffett had realized that GEICO provided this massive, ongoing pile of low-to-no-cost capital that he could use to buy other companies. So the genius wasn't really just in the insurance business. It was in using that
Starting point is 00:17:04 business as a funding engine for everything else. And sort of the Berkshire gold standard for a merger is one that pays for itself through its own cash flow without diluting the original owners. I think that Goh's a great example of that. I think, Rachel, one of the points here would be that Geico was just so big and established at the time, and Buffett knew it extremely well. He was in love with Geico when Berkshire acquired it. And you see it so often with a merger and acquisition on the stock market, often it's very speculative. Yeah, absolutely. And I think one of the things that we've seen Buffett stress over the many decades is the importance of staying within one circle of competence. And this is a
Starting point is 00:17:45 business he knew extremely well before it came into the Berkshire fold. And I think that that probably underscores his strategy through the decades, better than many of the other companies, even currently in their portfolio. Okay. So maybe if our listeners are looking at a merger and acquisition that's happening out there, let's see if it's an established business or one that's a lot more speculative. And let's see if management even knows that business that it's buying. Oftentimes, there's desperation grasping at something that it doesn't know well. So one thing to look for for sure. Travis, let's go to you now. What was a Berkshire deal that stood out to you? I think you could easily make a case for Apple that was in, you know, about a decade ago,
Starting point is 00:18:25 they started building that position. Seas Candy has a lot of, you know, attention, especially in their sort of lore. I look back at Nebraska Furniture Mark. And we don't know exactly what is historically true, what's the legend of Buffett and building Berkshire Hathaway? But I read that he didn't even do due diligence on the acquisition because he trusted Rose Blumpkin so much. She was the one that started and ran Nebraska Furniture Mart. But about a 90% stake in the company for $60 million. That was a company doing $100 million worth of sales. Reportedly, the business is doing about $1.6 billion in sales today. So, you know, it's not a massive growth business. They bought this in 1983, but it's a solid growth business. It's generating positive free cash flow. And I think this
Starting point is 00:19:07 just falls into Buffett's wheelhouse because it was a price that we often don't see in markets today. And it was a deal with somebody that he was very familiar with. I remember, you know, Munger in an interview saying something like, hey, we just, we did a lot of deals with the same people for decades. And the only reason that people remember us is because we're still alive. And so it's just sort of classic Buffett, I think even, you know, Rose Blumpkin should be part of the myth of Berkshire Hathaway. Buffett joked that he would have to make mandatory retirement age 103 because she worked until 103. Tried retiring at 95, but she got bored. So it's just kind of classic Buffett in all kinds of different ways, but more legacy Buffett, you know, from the 60s, 70s, 80s,
Starting point is 00:19:53 picking up these companies for what we would see as incredibly cheap prices today because he did the work that no one else was willing to do at the time. Yeah, and that's such a good point. There have been many, particularly in the software space, many acquisitions that have gone sideways because they're paying just an exorbitant amount of money for these companies that have very unproven track records are to have, you know, really questionable financials. Not always the case. Serial Acquire United Rentals, I've seen it get deals for like 10 times earnings before, right? That's a great deal and it's additive to the business. But that's not always the case.
Starting point is 00:20:30 But there does need to be value when you acquire another company. Yeah, absolutely. And the other thing is the durability of the business. You know, I'm here in the Midwest, and there is something about some of these family-run businesses. Nebraska Furniture Mart doesn't do anything crazy. They don't do anything sexy. They sell furniture, but people go there because they've been going there for years or for decades.
Starting point is 00:20:52 That's the way that a lot of businesses run, especially maybe in the Midwest, and I'm more familiar with that being here, but probably every part of the country and every part of the world is there are just these rock solid businesses that are going to exist forever because they sell something that people need, and Buffett was happy to scoop them off if the price was right. Well, listeners, if takeover season does start to really ramp up, we hope that our discussion today has provided enough context to hopefully help you keep your head as you evaluate these deals. Unfortunately, that's all the time we have for today. As always, people on the program may have interest in the stocks they talk about,
Starting point is 00:21:28 and the Motley Fool may have formal recommendations for or against, so don't buy or sell stocks based solely on what you hear. All personal finance content follows Motley Fool editorial standards and is not approved by advertisers. Advertisements are sponsored content and provided for informational purposes only. To see our full advertising disclosure, please check out our show notes. Thanks to our producer, Christy Waterworth, and the rest of the Motley Fool team. For Travis, Rachel, and myself, thank you so much for listening to our show, and we'll see you again tomorrow.

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