8-KOther Events

EBAY INC 8-K Report (Oct 4, 2002)

Filed October 4, 2002For Securities:EBAY

Summary

eBay Inc. has officially completed its acquisition of PayPal, Inc. through a merger that closed on October 3, 2002. This strategic move, previously announced and approved by PayPal's majority stockholders, signifies a significant integration for eBay. As a result of the merger, PayPal now operates as a wholly-owned subsidiary of eBay. The transaction involved an exchange ratio where each share of PayPal common stock was converted into 0.39 shares of eBay common stock, with eBay also assuming outstanding PayPal stock options. Approximately 26.5 million shares of eBay's common stock will be issued or reserved for issuance in connection with this acquisition. This acquisition is a pivotal development for eBay, aiming to strengthen its position in online payments and further enhance its e-commerce ecosystem. Investors should note that the financial statements and pro forma financial information related to this merger were previously filed with the SEC in Amendment No. 1 to eBay's Form S-4 registration statement on August 28, 2002, which became effective on August 29, 2002. The primary disclosure in this 8-K filing is the formal announcement of the merger's completion.

Key Highlights

  • 1eBay Inc. completed the acquisition of PayPal, Inc. via merger on October 3, 2002.
  • 2PayPal is now a wholly-owned subsidiary of eBay.
  • 3The merger was approved by a majority of PayPal's common stockholders.
  • 4An exchange ratio of 0.39 eBay shares for each PayPal share was implemented.
  • 5eBay assumed outstanding PayPal stock options.
  • 6Approximately 26.5 million eBay shares will be issued or reserved for issuance.
  • 7Relevant financial and pro forma information was previously filed in an S-4 amendment.

Frequently Asked Questions

This 8-K filing formally announces the completion of eBay's acquisition of PayPal, Inc. through a merger. It confirms that PayPal is now a wholly-owned subsidiary of eBay, marking a key strategic integration for the company.

PayPal shareholders received 0.39 shares of eBay common stock for each share of PayPal common stock they held. eBay also assumed outstanding PayPal stock options.

eBay will issue, or reserve for issuance upon exercise of options, a total of approximately 26.5 million shares of its common stock as a result of the merger.

The required financial statements and pro forma financial information concerning this merger were previously filed with the SEC in Amendment No. 1 to eBay's Form S-4 registration statement on August 28, 2002, which became effective on August 29, 2002.