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: June 7, 1999
Date of earliest event reported: May 28, 1999
eBay Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
000-24821 77-0430924
(Commission File No.) (IRS Employer Identification No.)
2125 Hamilton Avenue
San Jose, CA 95125
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (408) 558-7400
____________________________
Item 2. Acquisition or Disposition of Assets.
On May 28, 1999, eBay Inc. ("eBay") acquired Butterfield & Butterfield
Auctioneers Corporation, a Delaware corporation (the "Company"). The Company was
acquired pursuant to an Agreement and Plan of Merger and Reorganization, dated
as of April 23, 1999 (the "Merger Agreement"), among eBay, the Company, a merger
subsidiary wholly owned by eBay, the stockholders of the Company, 111 Potrero
Partners, LLC, HBJ Partners, LLC and the members of 111 Potrero Partners, LLC
and HBJ Partners, LLC. Pursuant to the Merger Agreement, the Company was merged
with the wholly owned subsidiary of eBay, with the Company as the surviving
corporation (the "Merger"). As a result of the Merger, the Company became a
wholly owed subsidiary of eBay.
In addition, pursuant to the Merger Agreement, eBay also acquired the
interests of the members of 111 Potrero Partners, LLC and HBJ Partners, LLC (the
"LLC Transaction"), which hold certain assets used in the business of the
Company.
The aggregate purchase price paid for the Merger and the LLC Transaction
was 1,327,370 shares. The Merger is intended to qualify as a tax-free
reorganization and to be accounted for as a "pooling of interests." The Company
conducts auctions and provides appraisal services for merchandise, primarily
fine and decorative art and collectibles, offered at such auctions. eBay intends
to continue to use the assets acquired to conduct such business. 111 Potrero
Partners, LLC and HBJ Partners, LLC own real estate, including real estate
leased by the Company.
Item 7. Financial Statements and Exhibits.
a. The required financial statements will be filed by amendment as soon
as practicable.
b. The required pro forma financial information will be filed by
amendment as soon as practicable.
c. Exhibits
2.1 Agreement and Plan of Merger and Reorganization, dated as of
April 23, 1999, among eBay Inc., Margarine Acquisition Sub Corp.,
Butterfield & Butterfield Auctioneers Corporation, the
stockholders of Butterfield & Butterfield Auctioneers
Corporation, 111 Potrero Partners, LLC, HBJ Partners, LLC and the
members of 111 Potrero Partners, LLC and HBJ Partners, LLC.
2
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.
Dated: June 6, 1999 By: /s/ Michael R. Jacobson
--------------------------------
Michael R. Jacobson
Vice President, Legal Affairs,
General Counsel and Secretary
3