eBay’s board of directors has approved the completion of the previously announced separation of eBay and PayPal into independent publicly traded companies. Subject to the satisfaction of the conditions to the distribution, the distribution of PayPal common stock is expected to occur on July 17.
The separation will occur through a pro rata distribution of all of the stock of eBay’s subsidiary PayPal Holdings, Inc. to eBay stockholders. The distribution remains subject to satisfaction of the conditions described in the preliminary information statement filed with the Form 10, including, but not limited to, obtaining all necessary regulatory approvals, including that of the European Central Bank.
In the distribution, eBay Inc. stockholders will receive one share of PayPal common stock for each share of eBay Inc. common stock held as of the close of business on July 8, 2015, the record date for the distribution. Subject to the satisfaction of the conditions to the distribution, the distribution of PayPal common stock is expected to occur on July 17, 2015. PayPal will not issue fractional shares of its common stock in the distribution. Immediately following the distribution, PayPal will be an independent, publicly traded company and will be listed on the NASDAQ Stock Market under the ticker “PYPL.” eBay will continue to trade on the NASDAQ Stock Market under the ticker “EBAY.”
eBay is a global commerce leader celebrating its 20th anniversary this September. At any given time, approximately 800 million live listings can be shopped on eBay, which connects 25 million active sellers and 157 million active buyers worldwide. About 3 out of every 4 items sold on eBay are new, and 80 percent of merchandise on eBay is sold at fixed price. eBay’s revenue in 2014 was $8.8 billion.
As a new independent publicly traded company, PayPal is the industry leader in digital payments with its open digital payments platform, and is the most trusted digital wallet brand. In 2014, PayPal processed $235 billion in payment volume across 165 million active customer accounts, and handled one billion mobile transactions. PayPal supports 10 million merchants worldwide. Revenue in 2014 was $8 billion.
Beginning on or about July 6, 2015, and continuing up to and through the distribution date, it is expected that there will be two markets in eBay common stock. Shares that trade in the “regular-way” market will be entitled to shares of PayPal common stock distributed pursuant to the distribution; shares that trade in the “ex-distribution” market will trade without an entitlement to shares of PayPal common stock distributed pursuant to the distribution. Shares of eBay in the “ex-distribution” market will trade under the symbol EBAY.wi.
PayPal anticipates that “when-issued” trading will begin on or about July 6, 2015, and will continue up to and through the distribution date. Shares of PayPal in the “when-issued” market will trade under the symbol PYPL.wi. “Regular-way” trading in PayPal’s common stock is expected to begin on July 20, 2015, the first trading day following the completion of the separation (although this date may change if certain conditions are not satisfied by that date, as described in PayPal’s preliminary information statement filed with the Form 10).
eBay stockholders who hold common stock on the record date and decide to sell any of their common stock before the distribution date should consult with their stockbroker, bank or other nominee to understand whether the shares of eBay common stock will be sold with or without the entitlement to PayPal common stock pursuant to the distribution.
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