8-KOther EventsExhibits & Filings

EBAY INC 8-K Report, Corporate Update (Jun 6, 2017)

Filed June 6, 2017For Securities:EBAY

Summary

eBay Inc. (EBAY) filed an 8-K report on June 6, 2017, to announce the successful closing of a significant debt offering. The company raised $2.5 billion through the sale of senior unsecured notes, comprising both floating rate and fixed rate notes with maturities ranging from 2020 to 2027. This issuance was conducted under an effective shelf registration statement and was facilitated by a prominent group of underwriters, including Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, and Wells Fargo Securities, LLC. These notes will be governed by an existing Indenture and a Supplemental Indenture, with specific terms for each series detailed in an Officers' Certificate. The offering includes provisions for redemption by eBay at certain prices and a mandatory repurchase offer to noteholders in the event of a Change of Control Triggering Event. Investors should note the varied interest rates and maturity dates across the different series of notes, as well as the associated risks and covenants detailed in the filed exhibits.

Key Highlights

  • 1eBay Inc. closed a debt offering on June 6, 2017, raising $2.5 billion in aggregate principal amount of senior unsecured notes.
  • 2The offering consisted of four series of notes: Floating Rate Notes due 2023 ($400M), 2.150% Notes due 2020 ($500M), 2.750% Notes due 2023 ($750M), and 3.600% Notes due 2027 ($850M).
  • 3The notes were issued under eBay's effective shelf registration statement (Form S-3) and a related prospectus supplement.
  • 4Key underwriters for the offering included Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, and Wells Fargo Securities, LLC.
  • 5The company has the option to redeem certain fixed-rate notes prior to maturity, with redemption prices specified in the respective note forms.
  • 6A Change of Control Triggering Event would require eBay to offer to repurchase the affected notes at 101% of the principal amount plus accrued interest.

Frequently Asked Questions

This 8-K filing was made to report the closing of eBay Inc.'s $2.5 billion senior unsecured notes offering on June 6, 2017. It details the types of notes issued, their principal amounts, interest rates, maturity dates, and the underwriters involved.

eBay issued four series of notes: $400 million in Floating Rate Notes due 2023, $500 million in 2.150% Notes due 2020, $750 million in 2.750% Notes due 2023, and $850 million in 3.600% Notes due 2027.

eBay is required to offer to repurchase the notes at 101% of the principal amount plus accrued interest if a 'Change of Control Triggering Event' occurs, as defined within the note terms, subject to certain exceptions.

Yes, eBay has the option to redeem the 2020 Fixed Rate Notes, 2023 Fixed Rate Notes, and 2027 Fixed Rate Notes prior to their respective maturity dates. The Floating Rate Notes due 2023 are not redeemable at the company's option before maturity.