e8vk
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
January 18, 2006
eBay Inc.
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Delaware |
|
000-24821 |
|
77-0430924 |
(State or other jurisdiction |
|
(Commission File Number) |
|
(I.R.S. Employer |
of incorporation) |
|
|
|
Identification No.) |
2145 Hamilton Avenue
San Jose, CA 95125
(Address of principal executive offices)
(408) 376-7400
(Registrants telephone number, including area code)
Not Applicable.
(Former name or former address, if changed since last
report.)
Check the appropriate box below if the
Form 8-K filing is
intended to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions (see General
Instruction A.2. below):
o Written communications
pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
o Soliciting material
pursuant to
Rule 14a-12 under
the Exchange Act
(17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to
Rule 14d-2(b)
under the Exchange Act
(17 CFR 240.14d-2(b))
o Pre-commencement
communications pursuant to
Rule 13e-4(c)
under the Exchange Act
(17 CFR 240.13e-4(c))
Item 2.02. Results of
Operations and Financial Condition
The information in this report is being furnished and shall not
be deemed filed for the purposes of Section 18
of the Securities Exchange Act of 1934 (the Exchange
Act), and is not to be incorporated by reference into any
filing by eBay Inc. under the Securities Act of 1933 or the
Exchange Act, regardless of any general incorporation language
contained in such filing.
On January 18, 2006, eBay Inc. announced its financial
results for the quarter and year ended December 31, 2005. A
copy of eBays press release announcing its financial
results and certain other information is attached as
Exhibit 99.1 to this report.
The attached press release contains non-GAAP financial measures.
For purposes of Regulation G, a non-GAAP financial measure
is a numerical measure of a companys performance,
financial position, or cash flows that either excludes or
includes amounts that are not normally excluded or included in
the most directly comparable measure calculated and presented in
accordance with generally accepted accounting principles. To
supplement our consolidated financial statements presented in
accordance with GAAP, eBay uses non-GAAP measures of gross
profit, operating income, net income, earnings per share, cash
flows and its effective tax rate, which are adjusted from
results based on GAAP to exclude certain expenses, gains and
losses. These non-GAAP measures are provided to enhance the
investors overall understanding of our current financial
performance and our prospects for the future. Specifically, we
believe the non-GAAP results provide useful information to both
management and investors by excluding certain expenses, gains
and losses that may not be indicative of our core operating
results. In addition, because we have historically reported
certain non-GAAP results to investors, we believe the inclusion
of non-GAAP numbers provides consistency in our financial
reporting. These measures should be considered in addition to
results prepared in accordance with GAAP, but are not a
substitute for, or superior to, GAAP results. Consistent with
our historical practice, the non-GAAP measures included in the
attached press release have been reconciled to the nearest GAAP
measure.
The attached press release also contains forward-looking
statements relating to eBays performance during fiscal
year 2006. A more thorough discussion of certain factors which
may affect eBays operating results is included under the
captions Risk Factors That May Affect Results of
Operations and Financial Condition and
Managements Discussion and Analysis of Financial
Condition and Results of Operations in eBays Annual
Report on
Form 10-K for the
fiscal year ended December 31, 2004 and Quarterly Report on
Form 10-Q for the
quarter ended September 30, 2005. Additional information
will be included under those captions in eBays Annual
Report on
Form 10-K for the
fiscal year ended December 31, 2005, which will be filed
with the SEC during the first quarter of 2006.
Item 9.01. Financial
Statements and Exhibits
(c) Exhibits.
The following exhibit is furnished with this report:
99.1 Press release dated January 18, 2006.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
|
|
|
eBay Inc. |
|
(Registrant) |
|
|
/s/ Michael R. Jacobson |
|
|
|
Name: Michael R.
Jacobson |
|
|
|
|
Title: |
Senior Vice President, Legal Affairs, |
|
|
|
General Counsel and Secretary |
Date: January 18, 2006
INDEX TO EXHIBITS
|
|
|
|
|
Exhibit |
|
|
Number |
|
Description |
|
|
|
|
99 |
.1 |
|
Press release dated January 18, 2006 |