Summary
This 8-K filing by eBay Inc. on June 13, 2011, announces a significant development related to its pending acquisition of GSI Commerce, Inc. The company has reached an agreement in principle to settle a consolidated shareholder litigation action concerning the GSI merger. This settlement will involve a payment of $0.33 per share to GSI stockholders and equity award holders, in addition to the previously agreed-upon merger consideration of $29.25 per share. Notably, this settlement payment is separate from the merger consideration and will be paid concurrently with the merger closing. The settlement is subject to court approval and the consummation of the merger itself, aiming to resolve litigation claims and remove associated uncertainties for eBay. The merger, which was financed by cash and debt, was expected to close on June 17, 2011, along with a related divestiture of certain GSI subsidiaries to NRG.
Key Highlights
- 1eBay Inc. has reached an agreement in principle to settle shareholder litigation related to the GSI Commerce, Inc. acquisition.
- 2The settlement includes a payment of $0.33 per share to GSI stockholders and equity award holders.
- 3This settlement payment is in addition to the previously agreed merger consideration of $29.25 per share.
- 4The settlement payment will be made concurrently with the merger closing.
- 5The settlement is conditioned upon the consummation of the merger and court approval.
- 6The terms of the merger consideration for GSI stockholders remain unchanged by this settlement.
- 7The acquisition of GSI Commerce, Inc. was expected to close on June 17, 2011.