Biggest LBO Ever, SPAC 2.0, Open Source AI Models, State AI Regulation Frenzy

Biggest LBO Ever, SPAC 2.0, Open Source AI Models, State AI Regulation Frenzy

All-In PodcastOct 3, 20251h 29m

Jason Calacanis (host), David Friedberg (host), Chamath Palihapitiya (host), David Sacks (host), Jason Calacanis (host), David Sacks (host), Narrator

Largest-ever LBO: EA’s $55B take-private by PIF, Silver Lake, AffinityGaming vs social/traditional media and AI’s role in future entertainmentPrivate equity saturation, distributions, and the rise of private creditIPO market dysfunction and Chamath’s SPAC 2.0 / 3.0 structureOpen-source AI models (DeepSeek, Kimi, Qwen, LLaMA) and cost dynamicsAI’s looming power/energy problem and potential off-rampsState-level AI regulation (CA SB-53, CO SB-24-205) and federal preemption

In this episode of All-In Podcast, featuring Jason Calacanis and David Friedberg, Biggest LBO Ever, SPAC 2.0, Open Source AI Models, State AI Regulation Frenzy explores record EA LBO, SPAC 2.0, Open-Source AI, and State Crackdowns The episode opens with Electronic Arts’ $55 billion take-private, framed as a landmark LBO driven by Saudi Arabia’s PIF and Silver Lake, and used to examine the future of gaming, AI-driven entertainment, and private equity’s changing economics.

Record EA LBO, SPAC 2.0, Open-Source AI, and State Crackdowns

The episode opens with Electronic Arts’ $55 billion take-private, framed as a landmark LBO driven by Saudi Arabia’s PIF and Silver Lake, and used to examine the future of gaming, AI-driven entertainment, and private equity’s changing economics.

The besties then unpack the broken IPO market and Chamath’s ‘SPAC 2.0/3.0’ vision as a lower-cost, better-aligned path to take mature companies public while deliberately steering retail investors away from risky SPAC exposure.

They dive deep into open-source AI models—particularly Chinese leaders like DeepSeek and Kimi—and how US companies are actually forking and running these ‘Chinese’ models domestically to cut costs, while grappling with massive upcoming energy demands.

Finally, they warn about a state-level AI regulatory frenzy, highlighting California and Colorado bills as overreaching, incoherent attempts to control AI that could fracture the US market, revive ‘woke AI,’ and disadvantage America versus China unless preempted by a single federal standard.

Key Takeaways

Gaming is emerging as the dominant AI beneficiary in entertainment.

Chamath and Friedberg argue that AI will enhance gaming far more than social or traditional media because games allow dynamic, interactive feedback loops. ...

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EA’s take-private is a strategic bet on bypassing gatekeepers and refactoring the business with AI.

Chamath’s bull case: as an 800-pound gorilla in gaming, EA can use private ownership to restructure OpEx, adopt next-gen AI tools, and reduce dependency on distribution gatekeepers like Xbox and PlayStation—especially as those platforms hike prices. ...

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Private equity as an asset class is overcrowded and likely facing return compression.

Chamath traces the explosion of private equity to the 60/40 portfolio era, zero interest rates, and leveraged buyouts that initially generated strong returns. ...

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SPAC 2.0 aims to fix misaligned incentives and target more mature companies—but is not for retail.

Chamath’s new SPAC structure strips out founder shares and warrants entirely and only pays the sponsor if the stock rises at least 50%, 75%, and 100% over the issue price (Elon-style milestone comp). ...

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Chinese open-source models are currently leading on cost-performance, and US firms are quietly forking them.

DeepSeek 3. ...

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AI’s power demand will likely double electricity prices without smart off-ramps.

Chamath relays an energy CEO’s warning that AI/data center demand could double electricity rates in five years if nothing changes, citing local pushback (e. ...

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A fragmented state-by-state AI regulatory regime risks ‘woke AI,’ legal chaos, and ceding ground to China.

Sacks outlines 1,000+ AI-related bills across all 50 states and 118 already enacted, with blue states in particular racing to regulate. ...

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Notable Quotes

If you do those things, this is a multi-hundred-billion-dollar asset.

Chamath Palihapitiya (on EA going private)

Gaming is the future of entertainment, and the future of gaming is AI.

David Friedberg

When you see that kind of hockey stick graph, it doesn’t matter what asset class it is—the returns go to zero.

Chamath Palihapitiya (on private equity AUM growth)

Today is the worst these AI apps will ever be. It only gets better from here.

Chamath Palihapitiya

All 50 states have introduced AI bills in 2025… this is a regulatory frenzy where no one really knows what they’re trying to regulate.

David Sacks

Questions Answered in This Episode

If EA successfully uses AI to reduce reliance on Xbox and PlayStation as distribution gatekeepers, what specific new distribution channels or business models do you think they’ll pursue first?

The episode opens with Electronic Arts’ $55 billion take-private, framed as a landmark LBO driven by Saudi Arabia’s PIF and Silver Lake, and used to examine the future of gaming, AI-driven entertainment, and private equity’s changing economics.

Get the full analysis with uListen AI

You argued that gaming will benefit far more from AI than social or traditional media—what concrete metrics (churn, ARPU, session length) would you track over the next 3–5 years to confirm that thesis is actually playing out?

The besties then unpack the broken IPO market and Chamath’s ‘SPAC 2. ...

Get the full analysis with uListen AI

Chamath says private equity is effectively ‘hosed’ except for a few elite firms—if I’m an LP in mid-tier PE funds today, what portfolio or re-allocation moves would you make now based on that view?

They dive deep into open-source AI models—particularly Chinese leaders like DeepSeek and Kimi—and how US companies are actually forking and running these ‘Chinese’ models domestically to cut costs, while grappling with massive upcoming energy demands.

Get the full analysis with uListen AI

Given how often new open-source models leapfrog each other, what practical framework do you use at EightyNinety to decide when it’s actually worth the engineering pain to refactor your stack onto a cheaper or better model like DeepSeek 3.2 or Kimi?

Finally, they warn about a state-level AI regulatory frenzy, highlighting California and Colorado bills as overreaching, incoherent attempts to control AI that could fracture the US market, revive ‘woke AI,’ and disadvantage America versus China unless preempted by a single federal standard.

Get the full analysis with uListen AI

On the Colorado ‘algorithmic discrimination’ law: can you walk through a detailed hypothetical of how a neutral credit-scoring AI could be forced to change its outputs under this statute, and whether that might actually worsen fairness or accuracy for some groups in practice?

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Transcript Preview

Jason Calacanis

All right, everybody. Welcome back to the number one podcast in the world. Of course, that's the All-In Podcast. I'm your host, Jason Calacanis. With me again, your chairman dictator, Chamath Palihapitiya, and the sultan of science, David Freiberg. David Sacks will be calling in from the skift. He's in some deep negotiations, uh, for the-

David Friedberg

Skiff, skiff.

Jason Calacanis

... United States of America.

David Friedberg

Skiff.

Jason Calacanis

From the skiff.

David Friedberg

Skiff.

Jason Calacanis

It's not... There's no T at the end? It's just skiff?

David Friedberg

No T. No T. (laughs)

Jason Calacanis

Oh, skiff to my left. Okay.

David Friedberg

(laughs)

Jason Calacanis

He's in a skiff-

David Friedberg

Skiff. (laughs)

Jason Calacanis

... doing something with his BlackBerry-

David Friedberg

(laughs)

Jason Calacanis

... and a bunch of generals. Nobody knows what's going on in Sacks' life, but he'll, he'll, he'll crack in from the skiff any moment now. But we'll start with-

David Friedberg

You guys see that

Chamath Palihapitiya

announced a PT and a fitness test for the generals? Could you imagine if Sacks had to pass a PT (laughs) test?

Jason Calacanis

Oh my God. (laughs)

David Friedberg

(laughs)

Jason Calacanis

They should totally make it for the administration. "Sacks, we need you to do, uh, one pushup, Sacks. One."

Chamath Palihapitiya

What do they do if you don't pass? They remove you from your...

David Sacks

You probably get a cure period.

Jason Calacanis

We should do a pushup contest. That would be great. Winner take all. How many pushups can you do, Freiberg?

David Friedberg

You have to adjust for people's heights. I'm, I'm the tallest of all of you. I have a much longer limb system.

Jason Calacanis

What does that mean?

David Friedberg

So, 20 for me is much harder than 20 for you, Jason.

Jason Calacanis

(laughs) I mean, 20 is easy for me at this point, but yeah.

David Friedberg

Yeah, you're like Bilbo Baggins. It'll take you, like, eight seconds to put on 20.

Jason Calacanis

(laughs)

Chamath Palihapitiya

Bilbo Baggins. (laughs)

David Friedberg

I'm a tank, man.

Jason Calacanis

Bilbo Baggins? How about Thor? I'm going Thor after this.

David Friedberg

(laughs)

Jason Calacanis

I'm going into my Daniel Craig era.

Chamath Palihapitiya

(laughs)

David Friedberg

Jake L has a elbow length-

Jason Calacanis

I'm going into my Daniel Craig era. (laughs)

David Friedberg

... calist- cal weight, cal weight ratio that's highly advantaged.

Jason Calacanis

All right. Let's get started. (laughs) Enough shenanigans. EA is being taken-

Chamath Palihapitiya

What is your arm length, Jake L? Do you have a good arm length to say?

Jason Calacanis

My wingspan?

Chamath Palihapitiya

Yeah.

Jason Calacanis

My wingspan, uh, technically is enough to kick your (beep) with one hand tied behind my back.

Chamath Palihapitiya

(laughs)

David Sacks

(laughs)

David Friedberg

(laughs)

Jason Calacanis

That's actually what it is.

David Sacks

Don't let your winner slide.

Jason Calacanis

Rain Man David Sachs.

David Sacks

I'm going all in. And I said we open source it to the fans and they've just gone crazy with it.

David Friedberg

Love you, Wes.

Jason Calacanis

I mean-

David Sacks

Queen of quinoa. I'm going all in.

Jason Calacanis

Okay. EA is being taken private in the largest take private deal in history, $55 billion. Man, that just stacks up to, let's see, Texas Power Company in 2007, HCA Healthcare at 33 billion. This is a large deal. Investors in the take private include Saudis PIF, Silverlake, and friend of the pod, Jared Kushner's Affinity Partners. 210 bucks a share, 25 premium on the stock. Kushner's largest LP and Affinity, as you know, Saudi PIF as well. The PIF has, uh, invested over $900 billion in, you know, many of the things, Lucid Motors, LIV Golf, the SoftBank Vision Fund, Uber back in the day, Newcastle, the Premier League. Electronic Arts obviously is in the video game business. They were founded at, uh, Sequoia's office in 1982 in San Mateo. Shout out to our guy, Roelof Botha, who joined us for the All-In Summit. Their headquarters still in Redwood City. Madden NFL, the Sims. Oh, that's why you have the background in the Sims this week. Need For Speed. Pretty insane deal here, Chamath. And this is a high watermark for private equity any way you look at it. And the PIF loves games. They are the biggest shareholder in Nintendo, Savvy Games, Scopely. I mean, they just keep buying games. Uh, what are your thoughts here on this deal happening right now?

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