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This excerpt taken from the EBAY 8-K filed Jan 22, 2009.
EXPLANATORY NOTE
eBay Inc. (the “company”) is filing this amendment to
its Current Report on Form 8-K, as filed with the SEC on
January 21, 2009, to refile the press release attached as
Exhibit 99.1. In the original filing, the last page of the
press release was inadvertently not filed. All other information
included in the original filing is unchanged.
The complete press release was publicly available through the
company’s Investor Relations website at
http://investor.ebay.com prior to the conference call referred
to in the press release.
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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 21, 2009, eBay Inc. announced its financial
results for the quarter and year ended December 31, 2008. A
copy of eBay’s press release announcing its financial
results and certain other information is attached as
Exhibit 99.1 to this report.
The attached press release includes the following financial
measures defined as “non-GAAP financial measures” by
the Securities and Exchange Commission: non-GAAP net income,
non-GAAP earnings per diluted share, non-GAAP operating margin,
non-GAAP effective tax rate, and free cash flow. These measures
may be different from non-GAAP financial measures used by other
companies. The presentation of this financial information, which
is not prepared under any comprehensive set of accounting rules
or principles, is not intended to be considered in isolation or
as a substitute for the financial information prepared and
presented in accordance with generally accepted accounting
principles. See “Non-GAAP Measures of Financial
Performance,” “Reconciliation of GAAP Operating
Margin to Non-GAAP Operating Margin,”
“Reconciliation of GAAP Net Income to
Non-GAAP Net Income,” “Reconciliation of GAAP to
Non-GAAP Effective Tax Rate,” “Reconciliation of
Operating Cash Flows to Free Cash Flow,” and “Business
Outlook” included in the attached press release for further
information regarding these non-GAAP financial measures,
including a reconciliation of these measures to the nearest
comparable GAAP measures and an explanation of why eBay includes
these non-GAAP measures.
The attached press release also contains forward-looking
statements relating to eBay’s future performance. A more
thorough discussion of certain factors that may affect
eBay’s actual results is included under the captions
“Risk Factors” and “Management’s Discussion
and Analysis of Financial Condition and Results of
Operations” in eBay’s Annual Report on
Form 10-K
for the year ended December 31, 2008, which will be filed
with the SEC during the first quarter of 2009.
(c) Exhibits.
The following exhibit is furnished with this report:
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This excerpt taken from the EBAY 10-Q filed Apr 24, 2008. EXPLANATORY
NOTE
eBay Inc. is filing this Amendment No. 1 to its Quarterly
Report on
Form 10-Q
for the quarterly period ended March 31, 2008, as filed
with the Securities and Exchange Commission on April 24,
2008, to correct a typographical error in the heading to the
table “Supplemental Operating Data” contained in
Part I, Item 2 “Management’s Discussion and
Analysis of Financial Condition and Results of Operations,”
which has been changed to “(In millions, except percent
changes)” from “(In thousands, except percent
changes).” Other than the change to this header, all other
information included in the initial filing is unchanged.
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